Terms & Conditions

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FRAMEWORK AGREEMENT ON THE ORGANISATION OF BUSINESS TRIPS FOR BUSINESS PURPOSES IN ACCORDANCE WITH § 651A PARAGRAPH 5 no. 3 BGB:

ANNEX TO THE FRAMEWORK AGREEMENT ON THE ORGANISATION OF BUSINESS TRIPS FOR BUSINESS PURPOSES PURSUANT TO § Section 651A PARAGRAPH 5 no. 3 BGB: General Terms and Conditions of Contract for the Provision of Travel Services under the Business Travel Manager’s Own Responsibility

1.1 The Business Travel Manager is the contractual partner directly obliged to provide services to the entrepreneur.

1.2 Insofar as the Business Travel Manager is a directly obligated contractual partner of the entrepreneur, the contractual obligation of the Business Travel Manager consists in the provision and execution of contractually agreed travel services (individual travel services or a totality of travel services, hereinafter referred to as ‘travel packages’) to the entrepreneur or to the participants of the business trip. In this case, the business travel manager’s obligation to perform is determined by the individual contractual agreements and the framework contract conditions, including these framework contract conditions. If the business travel manager is commissioned by the entrepreneur to book various travel services with different service providers, a service contract is concluded with the business travel manager for a corresponding service package.

1.3 The provisions of the framework agreement together with these framework agreement conditions apply to all current and future contractual and legal relationships in relation to the organisation of business trips between the entrepreneur and the business travel manager, even if they have not been expressly referred to or declared applicable by the business travel manager. This framework agreement replaces all previous agreements between the parties to the framework agreement on the organisation of business trips and, unless otherwise expressly agreed in individual cases, also applies to all future contracts between the business travel manager and the entrepreneur in the area of the organisation of business trips.

1.4 All legal and contractual relationships agreed between the contracting parties to this framework agreement in the area of the organisation of business trips shall be governed primarily by the agreements made in the individual case, then by this framework agreement together with these framework agreement terms and conditions and, alternatively

In all other respects, German law shall apply exclusively.

1.5 The framework agreement is concluded for an indefinite period and may be terminated by either party at any time without notice.

1.6 The right to extraordinary cancellation remains unaffected.

1.7 Any individual agreements concluded between the parties on the provision of travel services in accordance with this framework agreement shall remain unaffected by the termination of this framework agreement. It shall remain fully valid with regard to such travel services.

2. Services and service changes, third-party brochures, information and assurances; service fee for room bookings

2.1 In the case of contracts concluded on the basis of a written offer by the Business Travel Manager, the Business Travel Manager’s obligation to perform is determined by the information on prices and services contained therein in accordance with all information and explanations contained in the offer or in additional documents provided.

2.2 In the case of contracts concluded on the basis of a brochure advertisement or Internet advertising by direct booking by the entrepreneur and corresponding booking confirmation by the business travel manager, the business travel manager’s obligation to perform is determined by the advertisement or the information on the Internet in conjunction with the business travel manager’s booking confirmation referring to it.

2.3 In principle, the Business Travel Manager is permitted to make changes to services, even if these are not declared before the start of the trip. Any warranty rights of the entrepreneur remain unaffected, unless the changes are insignificant.

2.4 The Business Travel Manager is entitled to the following service fees for accommodation bookings:

  1. For individual bookings and small group bookings (less than 10 accommodation unit bookings): €9.00 per booking transaction.

b. For larger group bookings (10 and more accommodation unit bookings): €25.00 per booking transaction.

3. Booking and conclusion of contract

3.1 The following applies to all booking channels:

The basis of the Business Travel Manager’s offers and the company’s booking are the description of the service offer and the supplementary information in the booking basis, insofar as these are available to the entrepreneur at the time of booking.

3.2 Telephone bookings are always followed up by means of a booking process by e-mail or in other text form in accordance with section 3.3. b)-f).

3.3 The following applies to bookings of services made in writing, by e-mail or in any other text form:

  1. Based on the entrepreneur’s expression of interest, the Business Travel Manager will initially provide information on the availability of the desired travel services and make suggestions regarding the possible travel services and itinerary. Such proposals are non-binding and subject to change for the Business Travel Manager and the entrepreneur. They do not constitute a claim to the conclusion of corresponding contracts. This also applies to the multiple or repeated submission of such proposals. Unless otherwise expressly agreed in advance, such proposals and information on availability shall be free of charge for the Contractor.
  2. On the basis of the agreements in accordance with section 3.2 or section a), the Business Travel Manager submits binding contractual offers to the entrepreneur in text form (usually by e-mail) and thus offers the entrepreneur the binding conclusion of the respective contract on the basis of this framework agreement and its contractual terms and conditions, all information and references in the offers, as well as the invoice expressly referred to in the offers as the basis for the offer and supplementary information. The contractual offers are submitted by the Business Travel Manager in its own name.
  3. Unless expressly stated otherwise in such offers, the business travel manager’s offers can only be accepted by the entrepreneur by timely down payment or (in the case of short-term bookings) full payment in accordance with the invoice sent with the booking offer (conclusive behavior). Otherwise, the business travel manager’s booking offer shall lapse. The decisive factor is the timely crediting of a bank account of the Business Travel Manager shown on the invoice.
  4. The contracts are legally binding in each case upon receipt of the timely payment of the entrepreneur on the account of the Business Travel Manager, without the need for a confirmation of receipt or booking confirmation by the Business Travel Manager.
  5. The Business Travel Manager is authorised, but not obliged, to accept any late payments as declarations of acceptance by the entrepreneur. In this case, the Business Travel Manager shall inform the entrepreneur immediately of the late receipt and whether or not he accepts the offer despite the late receipt. In the latter case, any payments received will be refunded to the entrepreneur.
  6. By accepting the business traveller’s offer of services from the Business Travel Manager by making payments as described in c) above, the booking is made directly with the Business Travel Manager as the provider responsible for the travel services.

3.4 In the case of bookings in electronic business transactions (e.g. Internet, app, telemedia), the following applies to the conclusion of the contract:

  1. The electronic booking process is explained to the traveller in the relevant Business Travel Manager application.
  2. To correct his entries, to delete or to reset the entire booking form, the entrepreneur has a corresponding correction option at his disposal, the use of which is explained.
  3. The contract languages offered for the online booking are indicated. Only the German language is legally binding.
  4. If the text of the contract is stored by Business Travel Manager in the online booking system, the entrepreneur will be informed of this and of the possibility of retrieving the text of the contract at a later date.
  5. By clicking on the button “Book with obligation to pay”, the entrepreneur makes a binding offer to Business Travel Manager to conclude the contract. The entrepreneur is bound by this contractual offer from the time the electronic declaration is sent until the end of the following working day.
  6. The entrepreneur will receive immediate electronic confirmation of receipt of his booking.
  7. The transmission of the booking by pressing the button “book with obligation to pay” does not constitute a claim by the entrepreneur to the conclusion of a contract in accordance with his booking details. The business travel manager is rather free to decide whether or not to accept the entrepreneur’s contractual offer.
  8. The contract is concluded upon receipt of the booking confirmation/invoice from the business travel manager by the entrepreneur.
  9. If the booking confirmation is made immediately after the entrepreneur has made the booking by pressing the button “book with obligation to pay” by displaying the booking confirmation on the screen (booking in real time), the contract is concluded upon receipt and display of this booking confirmation by the entrepreneur on the screen, without the need for an interim notification of receipt of his booking in accordance with f), provided that the entrepreneur is offered the option of saving the booking confirmation on a permanent data carrier and printing it out. However, the binding nature of the contract is not dependent on the entrepreneur actually utilising these options for storage or printing. The Business Travel Manager will also send the traveller a copy of the booking confirmation in text form.

4. Prices, price increases

4.1 The prices agreed between the Business Travel Manager and the entrepreneur in the individual case shall apply. If such prices have not been agreed, in particular for additional services and individual services, the prices in the advertising and booking bases of the Business Travel Manager which were demonstrably available or accessible to the entrepreneur at the time of conclusion of the contract or which were otherwise declared applicable or referred to by the Business Travel Manager shall apply. Alternatively, the usual or tax-based remuneration pursuant to § 632 BGB shall be paid.

4.2 The Business Travel Manager may demand price increases if this has been contractually agreed in individual cases. This applies in particular to price agreements in which the agreed price depends on the number of participants, the type and/or scope of the services actually used or the time at which travel services or numbers of participants are specified and defined. The same applies to agreed price increases in the context of a reduction or increase in the number of participants, services or contingents.

4.3 Irrespective of price increases in accordance with the above provisions and, if applicable, in addition to any price increases permitted thereafter, the Business Travel Manager reserves the right to increase the contractually agreed prices insofar as

  1. an increase in the price for the carriage of passengers due to higher costs for fuel or other energy sources,
  2. an increase in taxes and other charges for agreed travel services, such as tourist taxes, harbour or airport charges, or
  3. a change in the exchange rates applicable to the package holiday in question has a direct impact on the contractually agreed prices.4.4 The Business Travel Manager will inform the Entrepreneur of the reasons and the calculation of the price increase.

4.4 The Business Travel Manager will inform the Entrepreneur of the reasons and the calculation of the price increase.

4.5 The price increase is calculated as follows:

a) In the event of an increase in the price for the carriage of passengers in accordance with Clause 4.3a), the Business Travel Manager may demand the travel increase amount for the individual seat from the entrepreneur.

b) In the event of an increase in taxes and other charges in accordance with Clause 4.3b), the travel price may be increased by the corresponding pro rata amount.

c) In the event of an increase in exchange rates in accordance with 4.3c), the tour price may be increased to the extent that the tour has become more expensive for the Business Travel Manager as a result.

4.6 In the event of a subsequent change to the price, the Business Travel Manager must inform the entrepreneur immediately after becoming aware of the reason for the change. Price increases are only permitted up to the 25th day before the start of the trip. In the event of price increases of more than 16%, the entrepreneur is entitled to withdraw from the contract without incurring cancellation costs. If the relevant conditions are met, the entrepreneur must assert the right of cancellation against the Business Travel Manager immediately after being informed of the price increase by the Business Travel Manager.

4.7 In the event of an increase in VAT on prices for contractually agreed travel services, the Business Travel Manager is entitled to demand a corresponding price increase from the entrepreneur, provided that the Business Travel Manager proves that the entrepreneur is obliged to pay the increased VAT accordingly.

5. Payment, default of payment, place of fulfilment for payments, reminders, default interest, provision of security

5.1 The Business Travel Manager may demand advance payments after conclusion of the contract in accordance with the following provisions:

  1. If individual contractual agreements on the amount of the down payment have not been made, the down payment shall be 20% of the total price.
  2. If the total price of the business trip increases due to the extension of services, contingents or numbers of participants or due to other circumstances or contractual agreements that lead to a price increase, the difference between the original down payment amount and the down payment amount calculated from the increased total price shall become due for payment immediately from the time of corresponding legally binding agreements or the fulfilment of the conditions for a price increase.

5.2 The final payment is due as contractually agreed. If a corresponding individual contractual agreement has not been made, the final payment is due no later than 30 days before the start of the first agreed service of the respective trip.

5.3 Payments must always be made using the payment method agreed in the individual contract.

  1. If individual contractual agreements on the method of payment have not been made, payments are to be made exclusively by bank transfer.
  2. In the case of credit card payments by the Contractor, a fee shall be charged in accordance with the individual agreement. If no individual contractual agreements have been made regarding the method of payment, the Business Travel Manager will charge a fee of 2.5%.
  3. Costs and fees for cross-border transfers shall always be borne by the entrepreneur.

5.4 The place of fulfilment for any payments is the location of the registered office of the bank of the bank account specified by the Business Travel Manager for the payment, with the proviso that the payment obligation is only duly fulfilled if the amount due is credited to the specified bank account in good time.

5.5 In the event of default, the entrepreneur shall pay interest on due claims at 9 percentage points above the base interest rate. The Business Travel Manager reserves the right to claim further damages caused by default.

5.6 Insofar as the Business Travel Manager is willing and able to provide the contractual services and there is no contractual or statutory right of retention on the part of the entrepreneur, the following applies:

  1. Without full payment of the total price in accordance with the agreed due dates, the entrepreneur has no claim to the provision of the contractual services and/or the handover of the travel documents.
  2. If the entrepreneur fails to make down payments, interim payments or final payments by the agreed deadlines, the Business Travel Manager is entitled to withdraw from the contract after issuing a reminder and setting a deadline and to demand payment of cancellation costs from the entrepreneur to the contractually agreed extent, in particular in accordance with these contractual conditions or on a statutory basis.

5.7 The entrepreneur’s right to offset claims against the Business Travel Manager is contractually excluded. If the entrepreneur asserts a right of retention against due payment claims of the Business Travel Manager and this is not recognised by the Business Travel Manager, the Business Travel Manager may demand that the entrepreneur provides security in the form of an irrevocable, unconditional and unlimited bank guarantee from a German commercial bank or savings bank in the amount of the due payments or deposits the corresponding amount with the competent local court in accordance with the statutory provisions.

6. Contractual obligations of the entrepreneur; travel advertisement; pre-contractual information

6.1 The entrepreneur is obliged to report any defects that occur immediately to the office named by the business travel manager – without expressly stating this to the service provider – and to demand remedy. If the service provider refuses to remedy the defect or cannot be contacted, the business traveller must immediately submit a corresponding complaint with a request for remedy to Business Travel Manager.

6.2 The entrepreneur is obliged to contribute to the avoidance and elimination of disruptions in the travel process, travel deficiencies or other obstacles to the proper provision of the travel services and the proper course of the trip. As far as possible, he must coordinate appropriate measures with the Business Travel Manager in advance. In fulfilment of these obligations, the entrepreneur is also obliged to advance corresponding expenses, insofar as such payments can avoid or eliminate disruptions in the travel process, travel defects or other obstacles that would cause significantly higher expenses for the Business Travel Manager or claims against the Business Travel Manager in relation to the entrepreneur’s expenses. The entrepreneur’s general statutory duty to minimise damages remains unaffected by this.

6.3 If the entrepreneur fails to fulfil one or more of the above obligations, the entrepreneur’s warranty claims and claims for damages shall lapse to the extent that the Business Travel Manager would have been willing and able to remedy the situation, or any damage incurred would have been excluded or reduced.

7. Cancellation, withdrawal, termination

7.1 Unless otherwise expressly contractually agreed in individual cases, the entrepreneur has no right to cancel the contract or individual contractual agreements, to terminate or withdraw from the contract. Any rights of cancellation based on commercial practice are expressly excluded, in particular in the case of contractual agreements on accommodation quotas. The right of cancellation in accordance with § 648 BGB is also excluded. The cancellation or cancellation of events or events in which participation is not part of the agreed travel services of the business travel manager, but on the occasion of which the service bookings of the entrepreneur have been made, falls within the sole sphere of risk of use of the entrepreneur and therefore does not justify any right of termination of the entrepreneur.  Mandatory statutory cancellation and withdrawal rights of the entrepreneur as well as the following provisions under clause 8 on extraordinary cancellation due to deficiencies in the contractual service of the business travel manager or due to unavoidable, extraordinary circumstances remain unaffected by this.

7.2 “Cancellation” within the meaning of the following provisions is both the exercise of a contractually agreed right of withdrawal and any other declaration by the contractor regarding the non-acceptance of individual contractual services or the entire contractual services.

7.3 Contractually agreed cancellation rights must always be exercised in text form, unless expressly agreed otherwise in individual cases.

7.4 The timeliness of cancellation notices depends on receipt by the Business Travel Manager during normal business hours; in the case of cancellation notices by telephone, the receipt of the cancellation notices (cancellation confirmation) in text form by the service provider, sales representatives or other third parties are not authorised to accept cancellation notices.

7.5 In the event of cancellation or non-acceptance without a declaration to this effect by the entrepreneur, the Business Travel Manager shall be entitled to the flat-rate or specifically quantified compensation agreed in the individual contract, insofar as this has been effectively agreed.

7.6 If such lump-sum or specific compensation has not been agreed in individual contracts, the Business Travel Manager shall be entitled to the following lump-sum compensation, the calculation of which shall take into account the expenses usually saved and other possible uses of the travel services. The compensation shall be calculated as follows according to the time of receipt of the entrepreneur’s cancellation notice:

a) for transport services:

b) for accommodation services

c) for hire vehicles and hire coaches

d) for ticket services

When booking admission tickets (e.g. musicals), a cancellation fee of 100% of the ticket price applies from the day of booking.

e) For other tourist services, in particular catering, guided tours and experience services

Costs such as credit card payment and transfer fees, telephone or processing costs and the insurance premium paid to a travel cancellation insurer via us cannot be refunded in the event of cancellation.

7.7 The entrepreneur reserves the right to prove to the Business Travel Manager that he has incurred no damage at all or significantly less damage than the lump sum demanded in each case of the calculation of the cancellation costs agreed in the individual case or the lump sum cancellation costs listed above by the Business Travel Manager.

7.8 The Business Travel Manager reserves the right to demand higher, specific compensation instead of the above lump sums if the Business Travel Manager can prove that it has incurred significantly higher expenses than the applicable lump sum. In this case, the Business Travel Manager is obliged to quantify and substantiate the compensation claimed, taking into account the expenses saved and any other use of the travel services.

8. Obligations of the entrepreneur in the event of notification of defects; cancellation due to defects or unavoidable, extraordinary circumstances

8.1 Notification of defects and requests for remedy concerning the services of the Business Travel Manager must be sent immediately and using all means of communication reasonably available at the place of travel to the office specified by the Business Travel Manager. If a local service provider is specified as the responsible office in this respect and this service provider cannot be contacted or refuses to provide a corresponding remedy, the entrepreneur must immediately send the notice of defects and request for remedy to the Business Travel Manager using the communication data of the Business Travel Manager specified in the travel documents.

8.2 In addition, the entrepreneur must document all travel defects that relate in whole or in part to the services of the business travel manager in a suitable manner and send them to the business travel manager within 3 weeks of the end of the business travel services, together with a statement by the entrepreneur on the respective facts. The statement must contain details of the justification for the complaint, any measures taken and suitable evidence.

If the documentation of travel defects is missing, incorrect or incomplete, this may lead to a (partial) loss of the contractor’s right to a reduction in price.

8.3 Cancellation by the entrepreneur before or after the start of the contract or the trip or business travel services due to defects in the business travel services is only permissible if the entrepreneur has notified the business travel manager of the defect and set a reasonable deadline for remedying the defect, unless it is objectively impossible to remedy the defect or the business travel manager himself has refused to remedy the defect.

8.4 If the provision of the contractual services is considerably impeded, jeopardised or impaired as a result of unavoidable, extraordinary circumstances, the following shall apply:

a. In this case, the Contractor may terminate the contract in accordance with the following provisions.

b. If the contractual services of the Business Travel Manager include the transport of the business trip participants, any additional costs for the return transport of the participants due to unavoidable, extraordinary circumstances during the trip or event shall be borne in full by the entrepreneur.

c. Any other additional costs due to unavoidable, extraordinary circumstances during the trip or the event, in particular additional personnel costs incurred by the entrepreneur as well as costs of an extended stay of the business trip participants at the event/travel location beyond the travel/contract period of accommodation services shall be borne by the entrepreneur.

9. Haftungsbeschränkung

9.1 Notwithstanding the provisions on the liability of the Business Travel Manager in accordance with the following provisions in sections 9.2 – 9.5, the liability of the Business Travel Manager for contractual claims of the entrepreneur is limited to the price of the travel services provided, with the exception of

  1. any breach of a material obligation, the fulfilment of which is essential for the proper performance of the business travel organisation contract or the breach of which jeopardises the achievement of the purpose of the contract;
  2. liability for damages to the entrepreneur arising from injury to life, limb or health which are based on a negligent breach of duty by the Business Travel Manager or an intentional or negligent breach of duty by a legal representative or vicarious agent of the Business Travel Manager;
  3. the liability of the Business Travel Manager for other damages of the entrepreneur which are based on a grossly negligent breach of duty by the Business Travel Manager or on a wilful or grossly negligent breach of duty by a legal representative or vicarious agent of the Business Travel Manager.

9.2 The Business Travel Manager is not liable for services and parts of services of any kind which – with or without the knowledge of the Business Travel Manager – are offered, organised, carried out and/or made available to the participants of the business trip by the entrepreneur in addition to the services of the Business Travel Manager. This includes in particular

  1. Arrivals and departures organised by the entrepreneur, to and/or from the place of travel contractually agreed with the business travel manager, as well as transport during the trip,
  2. events before and after the trip and at the place of travel, trips, excursions, meetings, etc. not included in the scope of services of the Business Travel Manager.

9.3 In particular, the Business Travel Manager shall not be liable for the consequences and costs incurred, in particular impairments of the contractual services owed to the Business Travel Manager and the course of the trip as a whole, which were caused by the course, handling and in particular any disruptions and cancellations of the business travel services, visits, events, meetings or other circumstances organised and carried out by the entrepreneur himself.

9.4 Business Travel Manager shall not be liable for actions and omissions of the entrepreneur and/or his responsible persons, tour guides, bus drivers or a tour guide only arranged by Business Travel Manager before, during and after the trip, in particular not for changes to the contractual services not agreed with Business Travel Manager.

  1. Changes to the contractual services,
  2. instructions to local guides, service providers and agencies
  3. special arrangements with the various service providers.

9.5 Insofar as the warranty and liability of the Business Travel Manager are not based on claims of the business trip participants against him arising from injury to life, body or health or insofar as the Business Travel Manager is not guilty of gross negligence or intent in the case of other claims, liability for consequential damages is generally excluded.

10. Choice of law and place of jurisdiction

10.1 The entire legal and contractual relationship between the entrepreneur and the Business Travel Manager shall be governed exclusively by German law in accordance with Section 1.4, last sentence.

10.2 The exclusive place of jurisdiction and place of fulfilment is the competent court at the registered office of the Business Travel Manager.

11. Written form; Invalidity of provisions

11.1 Amendments or additions to this framework agreement must be made in writing. This also applies to this written form clause itself.

11.2 Should a provision of the framework agreement be or become invalid, this shall not affect the validity of the remaining provisions or this agreement as a whole. Should individual parts of these contractual conditions or other components of the agreement be ineffective or contain loopholes, the parties to the agreement undertake to replace the missing or ineffective provisions with an effective provision that corresponds to the other content of the agreement.

12. Data protection and confidentiality

12.1 The parties to the framework agreement mutually undertake to comply with all provisions of data protection law, in particular as far as the collection and storage of data of the contractor’s employees is concerned.

12.2 The terms and conditions of individual tourism contracts agreed on the basis of this framework agreement must be treated as strictly confidential by both parties.

© Copyright protected; TourLaw – Noll | Hütten | Dukic Lawyers, Munich | Stuttgart 2024

Business Travel Manager is:

aovo Touristik AG under the business name get2fairs.com

Registered office: Esperantostrasse 4, DE-30519 Hanover

Management Board: Gerhard M. Griebler

Phone: +49 511 33644 567

Fax: 0511/ 3 36 44-050

E-mail: info@get2fairs.com

Internet: https://get2fairs.com

Status: April 2024

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