General Terms and Conditions
General Terms and Conditions
(The English version below is only a translation of the prevailing German version).
launchlabs GmbH, Leuschnerdamm 13,10999 Berlin, Germany
Managing Director: Simon Blake, Dr. Simon Springmann
Email: email@example.com, Phone: +49 30 201 693 950
Local Court Charlottenburg (Berlin, Germany), VAT-No. DE283 785 623
General Terms and Conditions of launchlabs GmbH (“launchlabs”) for the operation of creative workspaces and the provision of consulting services in innovative organisational development. The aim is to enable companies to develop innovative business models, products and services. The basis of the services and working methods is the sound methodological knowledge in Design Thinking and Lean Management. launchlabs enables companies to work agile, dynamic and innovative like pioneering start-ups and implement an inter- and multidisciplinary approach.
§ 1 General
The details of our services are specified in our respective offer. Insofar as no more specific provision has been made there, the provisions of these General Terms and Conditions or the statutory provisions shall apply in subsidiary form.
§ 2 Terms of Payment
(1) All services provided by the contractor shall be remunerated on a time and material basis at the negotiated daily rate, in each case plus statutory value added tax as applies, unless the parties agree otherwise. Invoices must be paid within 14 days after receipt of the invoice without deductions. An invoice is considered to have been delivered three days after posting.
(2) Interest on arrears shall be charged at a rate of 9% p. a. above the respective basic interest rate. The assertion of a higher damage caused by delay is nevertheless possible. The costs for a reminder are 12,50 Euro.
(3) Other payment modalities can be agreed in the respective mandates. In the case of extraordinary advance payments, launchlabs is entitled to demand an appropriate advance payment.
(4) Payment shall be made exclusively to the company account. Other methods of payment require written agreement.
(5) As long as launchlabs still has outstanding claims against the contracting party, it reserves the right to withhold objects of the contracting party which are in its possession.
(6) A set-off against claims which are not undisputed or legally established shall not be permitted.
(7) In the case of assignments or appointments outside launchlabs’ headquarters, travel expenses will be charged on the basis of actual out-of-pocket expenses.
§ 3 Cancellation periods
(1) launchlabs strives to meet all deadlines. Therefore, we have to charge cancellation fees if a facilitation appointment is postponed or cancelled by the customer. In case of cancellation up to 31 days before the agreed facilitation, a free cancellation is possible. Otherwise, the following cancellation fees apply:
- 30-15 days in advance: 50% of the agreed sum according to the offer is due and payable
- 14-8 days in advance: 75% of the agreed sum according to the offer is due and payable
- 7-0 days: 100% of the agreed sum according to the offer is due and payable
(2) All cancellations must be sent in writing to launchlabs. The actual access to launchlabs and not the sending of the order is valid for the classification of the observed deadline.
§ 4 Force majeure
Events of force majeure, which make it considerably more difficult or impossible for launchlabs to perform, entitle them to postpone the fulfilment of their obligations for the duration of the hindrance and for an appropriate start-up period. Strikes, lockouts and similar circumstances that affect launchlabs, whether directly or indirectly, are equivalent to force majeure.
§ 5 Sickness absence
In the unlikely event of a launchlabs facilitator failing due to illness, launchlabs will endeavour to provide an appropriate replacement, e. g. an alternative facilitator, alternative appointment or remote session. If all efforts fail, launchlabs and its customers have the right to withdraw from the contract.
§ 6 Copyrights and rights of use
(1) Any order placed with us, which is not an exclusive service contract, shall constitute a creative contract for work and services aimed at granting rights of use to such creative work and services.
(2) The client expressly acknowledges that the intellectual property of the contractual works (including drafts, raw versions, etc.), and in particular all rights of the creator or inventor, shall remain with launchlabs. No changes to the work or reproduction of the work may be made without the prior written consent of launchlabs. Any complete or partial imitation is prohibited.
(3) Should such creative results result from the cooperation, which enable the client to develop, register or otherwise evaluate works, distinguishing marks, technical or aesthetic innovations ready for series production, the client undertakes to contractually include launchlabs in this further development and evaluation or to offer launchlabs a binding further cooperation, to provide comprehensive information and to remunerate launchlabs for each future use.
(4) Our work may only be used for the agreed type of use and the agreed purpose of use within the agreed scope of use. Further use is only possible with our prior written consent. In these cases we are entitled to demand additional reasonable usage fees.
(5) Unless otherwise agreed in writing, only a simple right of use shall be transferred in each case. A transfer of the rights of use to third parties therefore requires a written agreement. The transfer of rights, however, is subject to full payment of the contractual remuneration by the client.
(6) The client shall name launchlabs as co-creator or cooperation partner for the respective use of the works.
(7) The operational items used by launchlabs for the production of the contract product, in particular printing copies, computers, data carriers etc. as well as other items remain the property of launchlabs, even if they are charged separately and will not be delivered.
§ 7 Principal’s obligation to cooperate
(1) The client shall support us to the necessary extent in rendering the service, in particular he shall provide launchlabs with all necessary cooperation activities free of charge and in accordance with the agreement. These include among others:
- The project is supported and promoted by the responsible executives of the client;
- The client provides a sufficient number of suitable employees as interview and contact persons;
- The client shall provide suitable project rooms for interviews, workshops and, within the framework of final coordination, suitable project rooms for the efficient work of our project team, provided that the project work takes place in the client’s business premises;
- The client shall immediately send launchlabs the information, content and other materials required for project development to launchlabs and shall ensure timely acceptance, partial acceptance, release or clarification of license rights if necessary.
(2) All acts regulated in the preceding paragraph shall be carried out immediately, i. e. without culpable hesitation, so that the agreed time schedule can be adhered to; all cooperation actions of the client shall be carried out free of charge for launchlabs.
§ 8 Exclusion of liability
launchlabs is not liable for breaches of contract caused by slight or gross negligence. Liability for intent and slight or gross negligence on the part of their representatives or vicarious agents is excluded. Neither shall apply to liability for damages resulting from injury to life, limb or health.
§ 9 Mention as reference
launchlabs is expressly permitted to name the client in its list of reference customers until further notice. The revocation can be made in writing by the client at any time.
§ 10 Ineffectiveness of individual contractual provisions or the General Terms and Conditions / Severability clause
(1) Should individual contractual provisions or general terms and conditions be or become invalid or void, this shall not affect the validity of the remaining provisions and regulations.
(2) The parties undertake to replace ineffective or void provisions with new provisions which meet the economic content of the ineffective or void provisions in a legally permissible manner. The contracting parties shall be obliged to find, in order to fill a possible gap, regulations which come closest to what they would have determined according to the meaning and purpose of the contract if the point had been considered by them.
§ 11 Miscellaneous
(1) Place of performance and jurisdiction for both parties is – as far as permissible – Berlin. If the customer does not have a place of jurisdiction in the EU country, launchlabs may also file an action at the defendant’s general place of jurisdiction. The law of the Federal Republic of Germany shall apply exclusively.
(2) Changes and additions to the contract must be made in writing and must be expressly identified as such.
Valid as of February 2018