General Terms and Conditions of Business

15 December 1994 

1. General provisions 

1.1. Our products and services are provided exclusively on the basis of our terms and conditions below; they are deemed accepted when an order is placed or goods are accepted and continue to apply to all future business dealings, even if this is not specifically mentioned in each case. 

1.2 Any contradictory terms and conditions that the buyer may have are not binding upon us even if we do not expressly object to them, unless we expressly accept them in writing. 

1.3. Any contradictory oral agreements require our written confirmation to be valid. 

2. Offers and price 

2.1. Our offers are always non-binding and subject to changes. 

2.2. Prices are quoted in EUR, net of the value-added tax that may apply on the day of delivery. 

2.3. Unless otherwise agreed, prices are exclusive of freight, postage, insurance and other shipping fees ex works Hamburg. 

3. Product and service provision 

3.1. We endeavour to meet the specified deadlines. 

3.2. If it is impossible to provide a product at all or if we fail to provide a service on time for a reason attributable to us, the buyer may only claim damages for direct losses in case of simple negligence. 

3.3. We do not pay damages for a delay in service provision caused by force majeure or a cause not attributable to us (or agents for whom we are vicariously liable / our legal representatives). 

4. Shipping and passage of risk 

4.1. Goods are shipped at the risk and expense of the buyer. 

4.2. The risk of accidental loss of the goods passes to the buyer when the shipment is handed over to the person executing the transport or leaves the seller’s premises for shipment. 

4.3. If the goods are ready for shipment and the shipment or acceptance is delayed for reasons not attributable to the seller, the risk will pass to the buyer when the buyer receives the ready-to-ship notice. 

4.4. We can choose the shipment method and route at our discretion. 

4.5. We may, but are not required to, insure shipments on behalf and for the account of the buyer. 

4.6. Any claims that we make in connection with the transport will only be made for the account and at the expense of the buyer. 

4.7. Any hired equipment / systems that we transport are insured by us. 

5. Equipment hire and sound design 

5.1. The hirer is fully responsible for equipment and systems. 

5.2. If they are lost or damaged / destroyed (also in case of overloading), the hirer will pay for their replacement / repair. 

5.3. Hire charges will become due and be calculated based on our hire price list for any equipment / systems that are not returned within the specified time. Any discounts / special rates will not apply in this case. We reserve the right to claim damages for the late return. 

5.4. If staff that we have engaged are on site for sound / lighting, the equipment / systems will be insured through us. 

5.5. We may replace the equipment ordered by the hirer – even if it was confirmed by us – with other equipment if it is of equal value and serves the intended purpose. 

5.6. The event organizer / customer is responsible for providing adequate security and safety staff to ensure security and safety at the venue. We may call off an event, dismantle hired equipment or order the return of hired equipment if the security and safety precautions are insufficient. The agreed hire rate must be paid in full. 

5.7. The event organiser / customer pays for any damages (including from vandalism) caused as a result of insufficient security and safety precautions. 

5.8. The event organiser / customer must ensure that the power supply is proper and adequate. If we cannot provide sound / lighting due to an insufficient power supply, the agreed hire rate must be paid in full. 

6. Warranty and liability 

6.1. If the goods are defective, lack a warranted characteristic or become defective during the warranty period, we may, at our option and excluding any further warranty claims, repair or replace the goods. 

6.2. This warranty does not apply to used equipment that is delivered without any warranty whatsoever. 

6.3. We must be notified in writing of the discovery of such defects within ten days after taking delivery for apparent defects – otherwise, the goods, will be deemed accepted – and immediately upon discovery for non-apparent defects. 

6.4. If the repair or replacement fails, the buyer may, at the buyer’s option, cancel the sale or reduce the price. If an acknowledged defect is insignificant or the replacement or repair would involve unreasonable costs, we may – excluding any other rights – compensate the buyer financially in an amount equal to the decrease in value. 

6.5. We are liable for replacements and repair work to the same extent as for the original goods; the warranty period begins anew for replacements. 

6.6 All other claims of the buyer, including, without limitation, to damages, are excluded, unless they are based on wilful misconduct or gross negligence on our part. 

6.7 We are not liable for technical malfunctions or staff absences due to sickness, accident or similar reasons if the equipment is merely hired out or if we carry out productions by order of a third party. We will endeavour to provide replacements as soon as possible. All other claims for damages are excluded. This is without prejudice to the hirer’s statutory right to reduce the price. 

7. Guarantee 

7.1. Our guarantee gives the buyer rights in addition to the statutory warranty rights as listed under Number 6 of these General Terms and Conditions of Business. 

7.2. The buyer may assert the statutory warranty rights as well as the rights under this guarantee at the buyer's option. 

7.3. Our guarantee is subject to the following guarantee terms without limiting the buyer’s rights to the statutory warranty rights. 

8. Retention of title 

8.1 We reserve title to the delivered goods until the purchase price and all our claims in connection with the object of purchase have been settled in full. While we retain title to the goods, the buyer bears the full risk in regard to the object, including, without limitation, the risk of loss, accidental destruction or accidental deterioration. A resale is prohibited in any case. The buyer must treat the retained goods with care, maintain them and notify us immediately if they are seized, damaged or lost. If goods are resold in spite of the retention of title, the buyer will assign the claim it has against the purchaser in this regard to us. If the value of the assigned claim exceeds the value of our purchase price claim against the buyer and all our claims in connection with the object of purchase, we will be required to credit the excess value to the buyer. The buyer may not acquire title to the object as set out in German Civil Code (BGB) Section 950. However, in the event that the goods delivered by us under a retention of title are nonetheless subsumed into a new thing as defined in German Civil Code (BGB) Section 950, the buyer shall be processing the goods for us. The buyer will concede the role of manufacturer to us so that we will become the owner of the new thing (as defined in German Civil Code (BGB) Section 950). The buyer must treat the new thing with care, maintain it and notify us immediately if it is seized, damaged or lost. In all other regards, we reserve the right to claim damages for the buyer’s violation (as defined in German Civil Code (BGB) Section 950). The buyer obtains title to the newly produced thing when the purchase price to be paid (for the goods delivered by us) and all other claims in connection with the claim have been settled. As long as the delivered goods have not been paid in full, we have the right to access the equipment delivered / installed by us and the newly produced things. 

8.2. Concerning studio productions, we retain title to any and all audio storage media in connection with the relevant production until our claim is paid in full. 

9. Terms of payment 

9.1. Unless otherwise agreed, our invoices are due and payable without deductions immediately upon receipt of the invoice. 

9.2. In case of a default in payment, interest will become due and payable at the standard banking interest rate for current account overdrafts, but no lower than 3% above the relevant discount rate of Deutsche Bundesbank. We reserve the right to claim greater damages due to default. 

9.3 In case of a default in payment or the buyer’s insolvency, we may pick up or remove the retained goods at the buyer’s expense without resorting to the courts. The seller must be compensated for any costs arising in this context and any decrease in value. 

9.4 Our invoices are deemed accepted unless objected to in writing within 14 days. 

10. The place of performance and jurisdiction and the place of performance for product and service provision is Hamburg, Germany. 

11. Severability: If one or more provisions of these General Terms and Conditions of Business are held invalid, this invalidity will not affect the validity of the other provisions hereof. If a provision is held to be void or invalid, it will be replaced by another provision that ensures the initially intended commercial purpose.