Terms and conditions (AGB) Visual Facilitators GmbH

Status: 19.10.2022

General terms and conditions

1. General

1.1 Scope of Application

These General Terms and Conditions apply in the version valid at the time of the conclusion of the contract to all business relations between us, Visual Facilitators GmbH, Colonnaden 9, 20354 Hamburg, represented by its Managing Director Mr. Mathias Weitbrecht, and you. Should you use conflicting general terms and conditions, these are hereby expressly contradicted.

1.2 Contractual Agreement

Contractual language is German, other languages offered are for convenience only.
“Users” are all persons who use the functions of our platforms. This also includes our customers. “Customers”, on the other hand, are only persons who have booked our paid services. “Team members or partners” are all persons who perform our offered services.

1.3 Conclusion of contract

1.3.1 Services (Graphic Recording, Visual Facilitation, Facilitation, Strategic Visualization, EXPLAINAS Explainer video and other services)

The contract is concluded individually by offer and acceptance. Unless otherwise agreed, the usual procedure is that you send us an inquiry via our online form and receive a binding offer from us, which you can then accept in the sales meeting or after receiving the offer. With the acceptance the contract is concluded. A separate storage of the contract text by us does not take place, but the contract content results in each case individually from the agreement reached.

1.3.2 Online training courses

The offers presented by us are partly also distributed via CopeCart (operated by CopeCart GmbH, Ufnaustraße 10, 10553 Berlin). This company acts as a reseller for our services and therefore becomes your contractual partner. You have to place the order via CopeCart.

For the booking you have to click on the desired product and will then be forwarded to CopeCart. The conclusion of the contract then takes place according to CopeCart as follows (can be viewed at https://www.copecart.com/agb):

“The presentation of the products in our online store does not constitute a legally binding offer, but a non-binding catalog of the products and services offered by us (the “Goods”). When you place an order, you are making us an offer to enter into a corresponding contract. You are bound by your offer for a period of two working days at our registered office. Within this period, we may declare acceptance of your offer, which will take place either by successfully completing the payment transaction, executing the order or confirming the conclusion of the contract in text form. An automated email sent by us confirming the receipt of your order is not an acceptance of your offer to conclude a contract.

Our offer is subject to self-delivery. If the ordered goods are not available for reasons that were not foreseeable for us at the time of the conclusion of the contract and we are not supplied by a supplier through no fault of our own, we have the right to withdraw from the contract. In this case, we will inform you immediately that a delivery is not possible and reimburse you immediately any purchase price already paid. In relation to consumers in the sense of § 13 BGB this right exists only if we have concluded a concrete covering transaction for the execution of the contract and have been surprisingly not supplied by the supplier without our fault.

General terms and conditions of the customer shall not become part of the contract unless their validity is expressly agreed.

We therefore do not become a contractual partner, but merely make our performance available to CopeCart. If a right of withdrawal exists with regard to the service, you must contact CopeCart.

The workshops offered are training events by us. Depending on the workshop, the training content is suitable for people without any prior knowledge, for people who have prior knowledge or, in the case of special topics, only for professionals. The topics and course information to be taken from the respective workshop program provide information on what prior knowledge is required.

1.3.3 Inhouse Training

The contract is concluded individually by offer and acceptance. Unless otherwise agreed, the usual procedure is that you submit an inquiry via our online form and receive a binding offer from us, which you can accept within the period specified in the offer. With the acceptance, the contract is concluded. A separate storage of the contract text by us does not take place, but the contract content results in each case individually from the agreement reached.

1.3.4 Conclusion of contract via video call

The contract is concluded via the video conferencing tool Zoom, Microsoft Teams or WebEx Unless otherwise agreed, the usual procedure is that an introductory meeting is held first. Subsequently, you will receive a binding offer from us by e-mail. The contract is then concluded or accepted via a video call. We will digitally record this with your consent. With the acceptance, the contract is concluded. A separate storage of the contract text by us does not take place, but the contract content results in each case individually from the agreement reached. 

1.4 Registration in the training area

To use the full scope of our website (training area), you will receive an account from us. You will receive the access data by e-mail after conclusion of the contract.

The password, which allows you to access the personal area, must be kept strictly confidential and may not be disclosed to third parties under any circumstances. You shall take appropriate and reasonable measures to prevent third parties from obtaining knowledge of your password. An account cannot be transferred to other users or other third parties. We are not liable for any damage caused by misuse of the password.

1.5 Subsequent changes to the terms and conditions

We are entitled to make subsequent adjustments and additions to the General Terms and Conditions of Business in relation to existing business relationships, insofar as changes in legislation or case law make this necessary or other circumstances lead to the contractual equivalence relationship being disturbed to a more than insignificant extent. A subsequent amendment of the terms and conditions shall become effective if you do not object within six weeks after notification of the amendment. At the start of the period, we will expressly draw your attention to the effect of your silence as acceptance of the contractual amendment and give you the opportunity to make an express declaration during the period. If you object within the time limit, both we and you may terminate the contractual relationship without notice, unless we allow the contractual relationship to continue under the old General Terms and Conditions.

2 Description of services

2.1 General

We offer our services in the field of management consulting, visualization, facilitation (process support) and organizational development as well as all related activities. Further information can be found on our website and in the individual offers.

2.2 Performance of services

We are entitled to have the contract or parts of the contract fulfilled by third parties integrated into our organization. Please note that you have no right to a specific facilitator. In the event of illness, vacation, or other inability to perform due to our fault, a facilitator will be provided. If a replacement cannot be provided, we will refund any payment already made.

2.3 Time of performance

We will provide our services on the dates agreed upon separately with you. However, some of our services require advance payment.

2.4 Delays in performance

Delays in performance due to force majeure and due to extraordinary and unforeseeable events which cannot be prevented even by the utmost care on our part and for which we are not responsible (this includes in particular strikes, official or judicial orders such as pandemics), entitle us to postpone the performance for the duration of the impeding event. A replacement date will be made available at the end of the impediment.

3. Payment

3.1 Prices

All prices are inclusive of VAT.

Payment shall be made to the following account:

GLS Bank
IBAN: DE11 4306 0967 2047 0149 00
BIC: GENNODEM1GLS

or directly via our contracted service provider CopeCart (see point 1.3.2).

All invoices are sent to the customer in digital form.

Payment is to be made immediately after the order is placed and in part after the service has been provided. In the case of long-term projects or orders in excess of 10,000 euros, we are entitled to demand advance payments amounting to 50% of the agreed fee.

Agreed contract lump sums shall be invoiced in each case on a compatible basis.

If invoicing has been agreed on the basis of time spent, our services will be invoiced subsequently on the basis of hours actually worked.

Travel expenses, costs for accommodation as well as other expenses or car rental will be invoiced additionally against proof. Travel by car will be invoiced at 0.38 Euro net/km.

3.2 Default of payment

You shall be in default of payment if payment is not received by us within two weeks of receipt of the invoice. In the event of late payment, interest shall be charged at a rate of 5 percentage points above the prime rate of the European Central Bank, or 9 percentage points above the prime rate of the European Central Bank in the case of legal transactions in which a consumer is not involved. If you are in default with your payments, we reserve the right to charge reminder fees in the amount of 2.50 euros. The assertion of a claim for damages in excess of this remains unaffected. You shall have the opportunity to prove that we have incurred no or less damage.

3.3 Right of retention

You shall only be entitled to assert a right of retention for counterclaims that are due and based on the same legal relationship as your obligation.

3.4 Cancellation

Cancellation of services booked on an hourly basis, e.g. Strategic Visualizations, is possible (e.g. by e-mail, by post). A possibly existing right of cancellation is not affected by these cancellation regulations.

Cancellation costs shall be governed by the following provisions if the cancellation is made no later than 14 days prior to the agreed briefing/conceptualization date for service provision. The timeliness of the cancellation depends on the date of receipt by us. In case of a later cancellation, the cancellation costs will be based on the following staggered flat rates:

20 % of the agreed invoice amount from the 13th to the 7th day before the start of the project.

50% of the agreed invoice amount from the 6th to the 1st day before the start of the project.

100% of the agreed invoice amount on the day of the agreed briefing/conception date.

If the inquiry and booking takes place at short notice within 6 days before the agreed briefing/conception date, the entire invoice amount is due in the event of cancellation.

Costs of any travel tickets, material orders or bookings of external providers (e.g. room bookings, catering, etc.) that have already been booked must be reimbursed regardless of the cancellation date.

You retain the right to prove that we have incurred no or lower costs.

Cancellation of package offers such as flat rates or daily rates of Graphic Recording, Visual Facilitation, Visualization Workshops, Explainer Film and the online programs is not possible.

4. Cancellation policy for consumers in distance selling contracts

Cancellation policy

Right of withdrawal

You have the right to cancel this contract within fourteen days without giving any reason.

The revocation period is fourteen days from the date of conclusion of the contract. To exercise your right of withdrawal, you must inform us (Visual Facilitators GmbH, Colonnaden 9, 20354 Hamburg, phone: +49 40-63607889, e-mail: info@visualfacilitators.com) of your decision to withdraw from this contract by means of a clear declaration (e.g. a letter sent by post, e-mail). You can use the attached sample withdrawal form for this purpose, but it is not mandatory.

To comply with the withdrawal period, it is sufficient that you send the notice of exercise of the right of withdrawal before the expiry of the withdrawal period.

Consequences of the revocation

If you revoke this contract, we shall reimburse you for all payments we have received from you without undue delay and at the latest within fourteen days from the day on which we received the notification of your revocation of 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 any fees because of this repayment.

If you have requested that the services begin during the withdrawal period, you shall pay us a reasonable amount corresponding to the proportion of the services already provided up to the point in time at which you notify us of the exercise of the right of withdrawal with regard to this contract compared to the total scope of the services provided for in the contract.

Sample cancellation form
(If you want to cancel the contract, please fill out this form and send it back).

To
____________________________
____________________________
____________________________
____________________________

[insert: name of the supplier, address of the supplier].

I hereby revoke_______________the contract concluded by me _______________for the purchase of the
the following goods _______________/the provision of the following service_______________
Ordered on _______________/received on _______________
Customer number or contract account number
_______________
Name of the consumer(s)
_______________
Address of consumer(s)
_______________
Date Signature (only for communication on paper)
(*) Delete where inapplicable.

– End of the cancellation policy –

Special information on the premature expiry of the right of withdrawal

Your right of withdrawal shall expire prematurely if we have provided the service in full and have only started to provide the service after you have given your express consent to this and you have simultaneously confirmed your knowledge that you will lose your right of withdrawal upon complete fulfillment of the contract by us.

Non-existence of a right of revocation

The right of withdrawal does not apply to contracts for the provision of services related to leisure activities, if the contract provides for a specific date or period for the provision.

5. Your responsibility

5.1 General

You are solely responsible for the content and accuracy of the data and information you provide. You also undertake not to transmit any data whose content infringes the rights of third parties or violates existing laws. By transmitting data to us, you confirm that you have complied with copyright regulations.

5.2 Indemnification

You shall indemnify us against all claims asserted against us by third parties on account of such infringements. This also includes the reimbursement of costs of necessary legal representation.

5.3 Data backup

You are jointly responsible for backing up the information sent to us. We cannot be held responsible for the loss of your transmitted information, as we do not provide a general data backup guarantee.

5.4 Prevention

If you are unable to attend a session due to illness or your failure to appear, our claim to remuneration shall nevertheless remain valid, unless our cancellation rules or the right of withdrawal apply or you arrange for a rebooking. Other arrangements can be made in consultation with us, if necessary.

5.5 Conduct

Recording or recording during the sessions is not allowed and can lead to exclusion from the coaching. In this case, fees already paid cannot be refunded.

5.6 Duty to cooperate

You are obligated to provide the cooperation services that may be necessary for the contract so that we can perform the contractually agreed service. Particularly in the context of self-employment, you must ensure that you internalize the content provided in order to achieve the desired learning success. We only provide you with our contents, but do not owe you any specific e.g. economic success. The handling and implementation of our learning content is solely your responsibility.

5.7 Legal advice and examination

We would like to point out that legal advice or examination is not part of our service and that you must commission a specialist for this. We would also like to point out that we do not have any industry-specific knowledge of your specific company and that you should inform us in advance of any points that are relevant to you. We do not conduct surveys, investigations or market research for the coaching. However, we always provide our services to the best of our knowledge and make use of generally available market research documents and information.

6. License conditions

6.1 Copyright

The copyrighted contents of our services as well as the structure of the courses and the related documents including all authorized copies are our intellectual property. We reserve the right to display our logo on our results.

6.2 Granting of licenses for trainings

Upon payment of the participation fee, we shall transfer to you all rights of use to documents to the extent agreed in the contract and required for the respective training. In case of doubt, we fulfill this obligation by granting non-exclusive rights of use in the territory of the Federal Republic of Germany for the duration of the service. In principle, the granting of a license expires at the end of the contract. However, with regard to the copies provided to you for your own use, the right of use shall continue to exist beyond the end of the contract.

6.3 Licensing conditions

Any further use requires our consent. In particular, the materials may not be passed on to third parties (sublicensing or distribution), nor may they be copied, reproduced or stored on data carriers or other media. Likewise, it is prohibited to use the contents, texts and exercises for one’s own purposes in seminars, courses or otherwise vis-à-vis third parties without express written permission.

6.4 Right of Use (Graphic Recording, Strategic Visualization, Visual Facilitation)

The original digital work data of a visualization (Graphic Recording, Strategic Visualization, Visual Facilitation) remains with us. In the case of analog execution, the original remains with you. We grant you the unrestricted right of use for the results created.

6.5 Right of reference/picture and video recordings

Unless otherwise agreed, we reserve the right to make picture and video recordings during the courses and to list them as references in brochures, leaflets and on our website. You have the right to object to this. Recordings in which you are identifiable will only be made with your prior separate consent. You may also revoke this consent at any time.

6.6 Compensation

We reserve the right to claim damages for any violation of the contractual license terms, especially in case of copyright infringement.

7. Warranty for service contracts

The statutory warranty rights apply.

8. Usability of the services within the scope of the online offer

8.1 Further development of the service / availability

Individual units are carried out exclusively online. In addition, certain contents of these units will be made available to you for viewing on our website for 6 months after execution (e.g. certain videos). In this regard, we strive to always adapt our services to current technical developments. We therefore reserve the right to make changes to the agreed services, provided that such changes do not affect the core services and are reasonable for the contractual partner, taking into account his interests. We are also entitled to interrupt the website operation partially or completely within reasonable limits for the purpose of updating and maintenance. In this respect, we do not guarantee the availability of the services offered at any time and do not warrant that the services offered or parts thereof will be made available and can be used from any location. Your warranty rights are not affected by this.

8.2 Technical requirements

The use of the website or the performance of the online units requires appropriate compatible devices. It is your responsibility to log in in good time using the login data provided no later than one day before the start of the event and to set up and/or maintain your device in a condition that enables you to use our online services (in particular, a functioning and stable Internet connection).

9 Liability

9.1 Disclaimer

We as well as our legal representatives and vicarious agents are only liable for intent or gross negligence. Insofar as essential contractual obligations (i.e. obligations whose compliance is of particular importance for the achievement of the purpose of the contract) are affected, we shall also be liable for slight negligence. In this case, liability shall be limited to the foreseeable damage typical for the contract. With respect to entrepreneurs, we shall be liable in the event of a grossly negligent breach of non-essential contractual obligations only to the extent of the foreseeable damage typical for the contract.

9.2 Reservation of liability

The above exclusion of liability does not apply to liability for damages resulting from injury to life, body or health. The provisions of the Product Liability Act shall also remain unaffected by this exclusion of liability.

10. Final provisions

10.1 Place of jurisdiction

Our registered office is agreed as the exclusive place of jurisdiction for all legal disputes arising from this contract, provided that you are a merchant, a legal entity under public law or a special fund under public law.

10.2 Choice of Law

Unless mandatory statutory provisions according to your home country’s law conflict with this, German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

10.3 Consumer dispute resolution procedure

The EU Commission has created an Internet platform for the online resolution of disputes concerning contractual obligations arising from online contracts (OS platform). You can access the ODR platform at the following link: http://ec.europa.eu/consumers/odr/. We are not willing and not obliged to participate in a dispute resolution procedure before a consumer arbitration board.

10.4 Severability clause

The invalidity of individual provisions shall not affect the validity of the remaining General Terms and Conditions.

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