For reasons of simplified readability alone, the masculine form is sometimes used for personal names and personal nouns in these general terms and conditions. In the sense of equal treatment, corresponding terms apply in principle to all genders. The abbreviated language form expressly does not include any evaluation.
2.1. These general terms and conditions (hereinafter referred to as “GTC”) apply to all legal transactions between PhygiCon, represented by Mr. Eicke Schütze, Narzissenweg 4, 35396 Gießen, Germany (hereinafter referred to as “PhygiCon”) and PhygiCon's contractual partner (hereinafter referred to as “customer”).
2.2. PhygiCon's range of services is aimed at entrepreneurs within the meaning of § 14 BGB.
2.3. These terms and conditions also apply to all future contractual relationships, i.e. even if this is not expressly stated in the case of additional contracts.
2.4. Only the following terms and conditions apply in the version valid at the time of conclusion of the contract.
2.5. Conflicting or deviating business, contract and/or purchasing conditions are not recognized unless phygiCON expressly agrees to their validity in writing before the contract is concluded.
2.6. Insofar as individual contractual agreements have also been made between the customer and PhygiCon (hereinafter jointly referred to as “parties”), these have priority over the provisions of these terms and conditions. These terms and conditions apply in addition, unless and to the extent that nothing or anything to the contrary is regulated in the individual contract.
3.1. PhygiCon offers the following services (hereinafter referred to as “services”) to an indefinite group of third parties:
3.1.1. Consulting, coaching and training in the following areas, topics and focal areas
3.1.2. As well as:
3.2. Descriptions and illustrations on websites, brochures, etc. do not represent binding offers.
3.3. All offers from PhygiCon are non-binding and subject to change.
3.4. The respective task, procedure, type of work results, and remuneration are individually defined by a text agreement between the parties in the form of an offer or an order description.
3.5. The acceptance of this agreement by the customer, or through the performance of the service by PhygiCon in accordance with the order, an order is concluded in the legal sense and in compliance with these terms and conditions.
3.6. Unless otherwise agreed, offers from PhygiCon are valid for 30 (in words: thirty) days.
3.7. Changes, additions or extensions to the task, procedure and type of work results require a written agreement.
4.1. PhygiCon provides its services as an independent entrepreneur in commercial or freelance work. When carrying out the transferred activities, he is not subject to any instructions from the customer.
4.2. PhygiCon is completely free to organise its activities (time, duration, type and place of work). Nevertheless, the parties will take each other's interests into account when designing the provision of services, in particular if presence with the customer is required.
4.3. PhygiCon generally carries out its activities on its own premises. If a company presence is required in individual cases, the customer will provide the appropriate facilities and resources free of charge by prior arrangement.
4.4. PhygiCon is entitled to reject orders from the customer without giving reasons.
4.5. PhygiCon has no authority to issue instructions to the customer's employees.
4.6. An employment relationship is not established.
4.7. PhygiCon only owes the provision of a service, but not the production of a work or the achievement of a specific success.
4.8. PhygiCon is entitled to have the tasks incumbent upon it performed in whole or in part by third parties. Payment for these third parties is made exclusively by PhygiCon itself. There is no direct contractual relationship of any kind between these third parties and the customer. PhygiCon remains responsible for carrying out the service to the customer in accordance with the order.
4.9. The exclusively contractual nature of PhygiCon's performance obligation does not change even if PhygiCon undertakes to record the results of its performance and to prepare and submit corresponding reports, studies and the like in text or electronic form. In particular, such reports, studies and the like do not represent expert opinions, unless expressly agreed otherwise, but only reflect the main content of the process and the result of the service.
4.10. PhygiCon does not owe or perform any legal, tax advisory or auditor activities. Insofar as PhygiCon ensures the provision of such activities through the involvement of appropriate professionals, PhygiCon only acts as an intermediary without becoming a debtor/contractual partner of such activities itself.
4.11. PhygiCon is not responsible for checking the information, files, documents or records provided to it orally, in text or electronic form for factual or computational accuracy, completeness or regularity. However, if PhygiCon recognizes that information, files, documents or records provided are obviously incorrect, incomplete or incorrect, this will be pointed out to the best of its knowledge and belief.
5.1. The customer undertakes to support PhygiCon to the best of its ability, in particular to provide all information, files, documents and records required for the execution of the order, and to create, free of charge, all conditions necessary for the performance of the service in accordance with the order.
5.2. Insofar as PhygiCon is denied the required, reasonable requirements, PhygiCon will separately claim necessary additional expenses from the customer.
5.3. The customer also undertakes to name PhygiCon one or more persons who are authorized to provide the customer with all declarations necessary to perform the service in accordance with the order.
5.4. The customer will also provide PhygiCon with comprehensive information about previous and/or ongoing consultations, coaching and training — including in other specialist areas.
5.5. The customer ensures that its employees and the legally provided and possibly established employee representatives (works council) are informed of PhygiCon even before they start working for PhygiCon.
5.6. At PhygiCon's request, the customer must confirm the accuracy and completeness of the information, files, documents and records provided by him as well as his information and oral statements in text form.
6.1. The parties and their employees work together in a spirit of trust and are committed to mutual loyalty, openness, transparency and respectful interaction with one another.
6.2. The parties and their employees shall immediately inform each other of any deviations from the agreed procedure or if there is any doubt as to the correctness of the other's approach.
6.3. The parties and their employees agree at regular intervals, which are determined jointly, on progress and obstacles in carrying out the performance of the service in accordance with the order in order to be able to steer the performance of the service in accordance with the contract, if necessary.
6.4. The parties mutually commit themselves to take all precautions that are suitable to prevent the independence of commissioned third parties and PhygiCon employees from being jeopardized. This applies in particular to offers made by the customer for employment or the acceptance of orders on their own account.
7.1. The prices, fees and charges stated in non-binding offers, order confirmations and invoices are always net amounts plus the value added tax applicable at the time the service is provided.
7.2. Unless otherwise agreed, PhygiCon's compensation is based on actual time spent.
7.3. Unless otherwise agreed, PhygiCon's services will be billed on the basis of full hourly rates. The smallest billing unit is one hour (= 60 minutes).
7.4. PhygiCon is entitled to bill the customer for the activities performed every 14 (in words: fourteen) days after the start of the contractual relationship.
7.5. Unless otherwise agreed, the remuneration is due immediately after invoicing without deduction and is immediately paid by the customer to PhygiCon's account, which is listed on the respective invoice. Cash payment is excluded.
7.6. In addition to the claim for compensation in accordance with Section 7.2., PhygiCon is also entitled to compensation for all expenses and expenses made to perform the service in accordance with the order. These are charged to the customer in the actual amount without a surcharge.
7.7. The customer can only declare the offsetting against the claim for compensation and the claim for reimbursement of expenses with undisputed or legally established claims.
7.8. Several customers of the same order are jointly and severally liable for the remuneration.
7.9. With payment of PhygiCon's invoices by the customer, or third parties commissioned by the customer, the claims made with the respective invoice are considered accepted. Claims for recovery are excluded.
7.10. Objections to invoices from PhygiCon must be made within four (4) weeks of receipt at the latest. Subsequent objections are excluded.
7.11. If the order ends before it is fully fulfilled, PhygiCon receives a share of the remuneration corresponding to the scope of its activities carried out up to the completion of the order.
7.12. If the order is terminated prematurely for reasons for which the customer is responsible, PhygiCon is also entitled to 90% of the remuneration due to him for this period for the period from the completion of the order to the end of the agreed, ordinary period of notice. The parties have the opportunity to prove lower or higher damage.
7.13. It is the responsibility of PhygiCon to pay taxes - in particular income tax - duties and, if applicable, insurance contributions.
7.14. PhygiCon's remuneration is to be paid regardless of the customer's actual and/or economic success.
8.1. A business trip within the meaning of these terms and conditions is a change of location, including travel back and forth as a result of temporary work abroad. In accordance with the itinerary, the business trip begins and ends at the regular place of work or at the home of the respective PhygiCon employee.
8.2. PhygiCon always books and carries out business trips with utmost efficiency and economy.
8.3. Accommodation costs will be charged to the customer in the actual amount without any additional charge.
8.4. Any additional expenses incurred by PhygiCon, such as for business catering, room costs, conference material, or banquet service, will be charged to the customer in the actual amount without any additional charge.
8.5. Unless otherwise agreed in writing with the customer, the parties agree on the following conditions when using means of transport:
PhygiCon always chooses the mode of transport taking into account and weighing economic and temporal concerns.
8.6. Additional travel costs incurred by PhygiCon, such as costs for necessary foreign travel visas, parking or toll fees, cancellation fees, entrance fees for events, as well as costs for WLAN use and telecommunications, will be charged to the customer in the actual amount without additional charge.
8.7. PhygiCon's additional catering expenses will be charged to the customer at no additional charge in accordance with the applicable maximum tax rates.
9.1. An event within the meaning of these terms and conditions is a time-limited and planned event with a defined objective or intention, a program sequence with thematic, content or purpose within the limited responsibility of PhygiCon as organizer, in which a group of people (hereinafter referred to as “participants”) takes part.
9.2. Certain PhygiCon services can be provided in the form of events as offered.
9.3. Registrations for events will be considered in the order they are received.
9.4. Registration by the customer and/or his participants represents a binding offer to participate in the free or paid event and is considered accepted upon confirmation in text form by PhygiCon. This also applies in the case of payment of an invoice or payment via online payment systems, such as PayPal. The customer and/or his participants receive a binding right to participate in the agreed date and a confirmation of registration.
9.5. PhygiCon has the right to make content, methodological and organizational changes or deviations before or during the event, insofar as these increase or do not significantly change the benefits of the event for the customer and/or its participants.
9.6. The content, files, documents and recordings provided as part of the event are created to the best of our knowledge and knowledge. Liability and warranty, in particular for the accuracy, timeliness, completeness and quality of the content, files, documents and recordings, is excluded.
9.7. Unless otherwise agreed, the technical requirements necessary for events (e.g. computer devices, smartphones, etc.) are provided by the customer and/or his participants.
9.8. As part of the event, photo and/or film recordings (including sound) will be made to inform the public about the event and to document the event. Detailed information on data protection is available in the Privacy statement regulated by PhygiCon.
9.9. Photo and/or film recordings (including sound) of the events by the customer and/or his participants are only permitted with prior written consent from PhygiCon.
9.10. PhygiCon has the right to postpone or cancel an event for reasons beyond its control (e.g. lack of number of participants, short-term unavailability of speakers without the possibility of replacement, force majeure).
9.11. PhygiCon will notify the customer and/or its participants about this in text form.
9.12. In the event of cancellation of a paid event, a participation fee that has already been paid will be refunded.
9.13. The same applies in the event that the customer and/or his participants are unable to attend a catch-up date for the event. Further claims by the customer and/or his participants are excluded.
9.14. PhygiCon reserves the right to change speakers or change the course of events. The customer and/or his participants cannot derive any claims from this, e.g. for withdrawal from the contract or reduction of the participation fee.
9.15. PhygiCon is entitled to exclude the customer and/or its participants from further participation in special cases, such as late payment or disruption of the event.
9.16. In the event of exclusion of the customer and/or its participants, the corresponding participation fee is due for payment by the customer.
9.17. Participation fees are to be paid regardless of the actual and/or economic success of the customer and/or its participants.
10.1. PhygiCon is not entitled to compensation if its responsible employee is prevented from carrying out the agreed activity as a result of illness or other reasons.
10.2. PhygiCon is not entitled to vacation or vacation pay from the customer, especially in the case of long-term orders.
11.1. Deadlines and dates are only considered binding if PhygiCon expressly agrees to a deadline or a date in text form.
11.2. PhygiCon is not responsible for delays in performance due to force majeure or under circumstances within the scope of application of the customer (failure to provide information, files or records on time, etc.). PhygiCon is entitled to postpone the provision of the affected service for the duration of the obstruction/delay plus a reasonable period of time.
11.3. PhygiCon may delete all of the customer's files, documents and records after termination of the contractual relationship, or after the performance of the service in accordance with the order, subject to agreed or legal storage obligations.
11.4. Detailed information on data handling and data protection is available in the
Privacy statement regulated by PhygiCon.
11.5. The customer is responsible for timely storage and backup of data.
12.1. PhygiCon is free to work for other customers as well, provided that the work for the customer is not affected by the other activity.
13.1. PhygiCON is exclusively entitled to all copyrights or rights arising from supplementary, antitrust protection to all files, documents and records created by PhygiCon for the purpose of providing the service owed.
13.2. The customer is only allowed to store, use, reproduce and publish such files, documents and recordings created by PhygiCon for the purpose of providing the service in accordance with the contract.
13.3. The transfer of PhygiCon's work results to third parties requires prior written consent from PhygiCon, unless consent to the transfer is already based on the content of the order.
13.4. This applies even if the service provided is not the subject of special legal rights, in particular copyright law.
13.5. The customer's violation of these provisions entitles PhygiCon to immediately early termination of the contractual relationship and to assert other legal claims, in particular for omission and/or compensation.
14.1. PhygiCon undertakes to maintain secrecy about all business and trade secrets that have become known to it in the course of its activities during and after termination of the contractual relationship, unless the facts or circumstances are merely in line with the general state of the art or otherwise obvious.
14.2. There is no duty of secrecy insofar as disclosure is necessary to protect PhygiCon's legitimate interests. The customer will also release PhygiCon from its duty of confidentiality if and insofar as he is legally obliged to publish the respective information, or PhygiCon is obliged to provide information and cooperation in accordance with the insurance conditions of his professional and/or company insurance policies.
14.3. The confidentiality obligation does not apply vis-à-vis the customer's crediting banks.
14.4. The customer is aware that the content of unencrypted emails or their attachments may be read by unauthorized third parties. Nevertheless, the customer agrees that the exchange of data and information in cooperation with the customer and with all parties involved will also take place via unencrypted emails.
14.5. Should the customer require another communication technology, he will inform PhygiCon in text form. Both for sending data from the customer to PhygiCon and vice versa, if encryption is desired, encryption and decryption methods must be used which can be used with standard software (in particular MS Office, Apple Mail) without additional installations.
14.6. As part of the cooperation, PhygiCon collects and processes personal data. Detailed information on data protection is available in the Privacy statement regulated by PhygiCon.
14.7. If PhygiCon makes use of third parties to fulfill its orders, it is responsible for binding these third parties accordingly to data secrecy. PhygiCon is responsible to the customer for submitting appropriate declarations.
14.8. The customer is invoiced electronically (via email, as a PDF file). The customer expressly agrees to the sending of invoices in electronic form by PhygiCon. If the customer wishes to receive invoicing in another form (e.g. by post), he will inform PhygiCon in writing in advance. The costs incurred for this, such as paper, envelope, postage, etc. will be charged to the customer.
15.1. PhygiCon is liable for damage caused in any other way
15.2. In the event of property and financial damage caused by negligence, PhygiCon is only liable for the breach of an essential contractual obligation, but the amount is limited to the damage foreseeable and typical of the contract at the time of conclusion of the contract. Significant contractual obligations are those whose fulfilment characterizes the contract.
15.3. In each case, the customer must prove that the damage is due to the fault of PhygiCon employees.
15.4. Liability under the Product Liability Act and other mandatory legal regulations remains unaffected.
15.5. PhygiCon is not liable for production losses and lost profits by the customer.
15.6. Liability for the success or achievement of certain goals by the customer is generally excluded, unless otherwise expressly agreed in writing between the parties.
16.1. The customer is only entitled to set-off if PhygiCon's counterclaims have been acknowledged or have been legally established. The customer is only authorized to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
17.1. All customer claims against PhygiCon resulting from the contractual relationship expire after two (2) years.
18.1. Unless otherwise agreed, ordinary termination is excluded.
18.2. In the event of an event booking, the customer and/or his participants can withdraw from the contract free of charge by notifying PhygiCon in text form up to two (2) weeks before the date of the event.
18.3. If you cancel two (2) weeks before the appointment, you will be charged a flat rate of 50%, if you cancel one (1) week before the appointment, you will be charged 100% of the fee.
18.3.1. The lump sum is waived if a substitute participant is named by the customer or if the customer can prove that the damage did not occur otherwise or is less than the lump sum.
18.3.2. The decisive date for the withdrawal of the customer and/or his participants is the date of receipt of the declaration in text form by Eicke Schütze.
18.4. The right to cancel for good cause remains unaffected.
18.5. Any termination must be made in writing to be effective.
18.6. The order given to Eicke Schütze is considered fulfilled upon completion of the service in accordance with the order.
18.7. After termination of the contractual relationship, Eicke Schütze is no longer obliged to perform the service in accordance with the order.
18.8. In principle, it is irrelevant whether and when the customer implements Eicke Schütze's conclusions or recommendations.
19.1. Eicke Schütze reserves the right to change these terms and conditions at any time with effect for the future. Amendments will only be made if there are valid and factual reasons, in particular of a legal, technical and commercial nature, and only if the customer can expect them from an equitable point of view.
19.2. In the event of changes, Eicke Schütze will inform the customer of the amended terms and conditions at least in text form, so that the customer has two (2) weeks to object to the change and informs him of the right of objection and its consequences. In the event of an objection, the customer and Eicke Schütze have the right to cancel.
19.3. The termination may not be made if it would unreasonably affect the customer's contractual interests.
19.4. If the customer does not object to the amended conditions within the period, they are considered accepted.
20.1. The laws of the Federal Republic of Germany apply to these terms and conditions, as well as to the entire legal relationship between Eicke Schütze and the customer.
20.2. The parties agree that when the contract was concluded, no agreements that go beyond or deviate from the content of these terms and conditions, in particular no oral agreements were made.
20.3. Amendments and additions to these terms and conditions must be made in writing to be effective.
20.4. If the customer is a merchant within the meaning of the Commercial Code, a legal entity under public law or a special fund under public law, the exclusive — including international — place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is the registered office of Eicke Schütze — 35390 Gießen, Germany.
20.5. The same applies if the customer is an entrepreneur within the meaning of § 14 BGB. However, Eicke Schütze is in all cases entitled to file an action at the place of fulfilment or at the customer's general place of jurisdiction. Overriding statutory provisions, in particular on exclusive competencies, remain unaffected.
20.6. Should any provision of these terms and conditions be or become invalid in whole or in part, or should these terms and conditions be incomplete, the remaining content of these terms and conditions will not be affected. The parties also agree to replace the ineffective provision with such a provision which comes closest in economic terms to the meaning and purpose of the invalid provision in a legally effective manner.
