General terms and conditions of POSTERWALK / ESTENSIS GmbH
1. General and scope of validity
1.1 Our terms and conditions shall apply exclusively; conflicting or deviating conditions T&Cs of the customer shall not be recognised unless we have expressly agreed to such in writing. Our terms and conditions shall apply, even if we carry out the delivery to the customer without reservation while being aware of conditions of the customer which conflict with, or deviate from, our terms and conditions.
1.2 Our terms and conditions shall apply only vis-a-vis entrepreneurs within the meaning of § 310 (1) BGB (German Civil Code).
2. Offer / Offer documents.
2.1 The offers of ESTENSIS GmbH, insofar not otherwise specified there, shall be subject to change without notice. The contract shall come into being upon acceptance of the offer by the customer.
2.2 We shall retain ownership rights and copyrights to illustrations, drawings, calculations and other documents. This shall also apply to other written documents, which are marked as “confidential”. Disclosure or making accessible to third parties shall require our express written consent.
3. Subject of the contract
3.1 ESTENSIS GmbH rents out event technology, such as computer hardware (esp. PCs/laptops), audio and video technology (esp. projectors, sound systems) and accessories (hereinafter referred to as the “Rental Items”) and provides additional installation, operation, support and consulting services. The respective subject of the contract shall arise from the offer made by ESTENSIS, insofar as this has been accepted by the customer.
3.2 Unless otherwise agreed, the connection of the Rental Items to the internet and power supply shall not form part of the subject of the contract. The customer must take responsibility for this, where necessary.
The customer must also to ensure, especially when making use of software, which was not previously installed, that it has the necessary software licences for its intended use or place of deployment.
4. Rental period, transfer to the customer
4.1 The rental period shall arise from the ESTENSIS offer sheet and/or subsequent agreements of the parties. The right to terminate for good cause, particularly in the case of default of payment or non-contractual use of the Rental Items shall remain unaffected.
4.2 Insofar as not otherwise agreed, the Rental Items shall be delivered by ESTENSIS GmbH to the place of deployment specified in the ESTENSIS GmbH offer sheet at the latest by the commencement of the rental period. If further services (e.g. installation, commissioning, technical support, etc.) form part of the subject of the contract for an event hosted by the customer, the installation and commissioning shall take place at the latest by the commencement of the event.
Insofar as the Rental Items are dispatched as per the customer’s request, or if these are picked up by the customer, or by another body on its behalf from the ESTENSIS GmbH headquarters, the risk of accidental damage, deterioration or destruction of the Rental Items shall pass to the customer upon handover to the transportation company, the customer or its representative.
4.3 Unless otherwise agreed, the Rental Items shall be delivered or handed over in an operationally ready state in the following configuration:
Computers and laptops (with the exception of Apple products) shall be provided with the respectively current Windows operating system in English, in each case as per the current status at the time of the order. APPLE computers and laptops shall be provided with the respectively current Mac OS operating system in English, in each case as per the current status at the time of the order.
5. Rent and payment mechanism
5.1 The rent and payment dates shall arise from the offer. All payments shall be made free of charges to the account specified in the offer.
5.2 In the event of the late return of the Rental Items, or related additional services provided by ESTENSIS GmbH, for which ESTENSIS GmbH is not liable, the offer prices shall apply accordingly until to the actual return. The assertion of claims for damages and other claims shall remain reserved.
Tacit extension of the rental agreement in the event of continued use (§ 545 BGB) shall be excluded.
6. Use of the Rental Items
6.1 Any use of the Rental Items outside of the place of deployment stated in the offer shall require the express consent of ESTENSIS GmbH. The same shall apply for the transfer of the Rental Items to third parties against payment.
6.2 The customer shall be responsible for ensuring that the Rental Items are used in compliance with the operating instructions and that they are handled with care. Changes to the system configuration, the installation of programs and changes to the operating system may only be carried out in co-ordination with ESTENSIS GmbH. ESTENSIS GmbH assumes no liability for third-party programs.
6.3 Further devices and other accessories may only be connected to the Rental Items insofar as they are suitable and approved for this purpose and the process is carried out correctly.
6.4 Data backup is the responsibility of the customer.
7. Liability, claims based on defects
7.1 ESTENSIS GmbH shall be liable in accordance with the statutory provisions for damages based on intent or gross negligence on the part of ESTENSIS GmbH, its legal representatives or vicarious agents.
The same shall apply for the culpable violation of essential contractual obligations, i.e., obligations whose fulfilment allows the proper implementation of the contract in the first place and upon whose compliance the customer may trust. Insofar as no intentional contractual violation exists,
liability in this case shall, however, be limited to typical and foreseeable damage.
For the rest, liability on the part of ESTENSIS GmbH shall be excluded. The compulsory liability according to the Product Liability Law shall remain unaffected.
7.2 The customer shall make an immediate notification of any defects in the Rental Items.
7.3 The elimination of the defects by ESTENSIS GmbH shall take place at the place of performance. The Rental Items shall be made available to ESTENSIS GmbH for the purpose of remedying the defect or access to the Rental Items shall be granted.
7.4 The strict liability for initial defects is excluded.
8. Insurance, deposit, advance payments
8.1 The rented devices shall be insured, inter alia, against damage and theft with an excess of €500.00 per loss case. The costs of insurance shall be indicated in the offer and shall be borne by the customer, including the excess.
8.2 ESTENSIS GmbH shall be notified without delay of all damages or loss, including theft. Furthermore, in the event of theft and robbery, a criminal complaint shall be lodged with the competent law enforcement authorities and this, and a comprehensive and accurate portrayal of the facts, shall be submitted to ESTENSIS GmbH. An infringement of the duty to make a notification may lead to the loss of insurance protection. In this case, the customer shall be liable for the losses arising for ESTENSIS GmbH. In the event of damage to the Rental Items by third parties, the customer shall assign the claims for damages, to which it is entitled, to the extent covered and regulated by the insurance.
8.3 The customer shall be at liberty to take out its own insurance for the Rental Items. Upon request, ESTENSIS GmbH shall provide information on the exact extent of the existing insurance. Insofar as the customer is able to provide evidence of at least equivalent insurance, the assertion of the costs of the existing insurance by ESTENSIS GmbH shall be omitted.
8.4 ESTENSIS GmbH shall be entitled to assert appropriate advance payments. The amount and due date shall arise from the respective offer.
8.5 Furthermore, ESTENSIS shall reserve the right to make the handover of the Rental Items dependent on the provision of an appropriate, non-interest-bearing deposit, in addition to the rental price. The deposit shall be indicated in the offer. In this case, the customer shall be entitled to alternatively tender the security payment by means of the provision of a bank guarantee from a major European bank.
9.1 After the end of the rental period, the Rental Items and the other provided accessories shall be returned in full to ESTENSIS GmbH. Insofar as the Rental Items were dispatched as per the customer’s request, or if these were picked up by the customer, or by another body on its behalf from the ESTENSIS GmbH headquarters, the customer shall bear the costs of the return and/or return transport and the shipping and transportation risk.
9.2 The customer’s own data and installations shall be fully erased prior to the return. Where ESTENSIS GmbH carries out the re-setting of the Rental Items to their original condition, the customers data will not be backed up.
10.1 In case of a legally and officially announced ban/prohibition of an event or a conference, ESTENSIS will charge the real incurred costs until the day of the cancellation (in-house and out-side time for preparations and strategies, internal & external meetings, flights, hotel rooms, any kind of travel and cargo logistics).
10.2 In case of a cancellation without a legally announced ban/prohibition which is based on an own decision of the ESTENSIS customer or its own customers (final customer) until 14 days prior to the setup, ESTENSIS will charge 50% of the total amount of the order.
10.3 In case of a cancellation without a legally announced ban/prohibition which is based on an own decision of the ESTENSIS customer or its own customers (final customer) until 13 – 02 days prior to the setup, ESTENSIS will charge 75% of the total amount of the order.
10.4 In case of a cancellation without a legally announced ban/prohibition which is based on an own decision of the ESTENSIS customer or its own customers (final customer) until 01 day prior to the setup or during the setup, ESTENSIS will charge 90% of the total amount of the order.
11. Final provisions
11.1 The contractual relationship shall be governed exclusively by German law with the exception of the conflict of law provisions and the United Nations Convention on Contracts for the International Sale of Goods.
11.2 Insofar the customer is a merchant, a legal person under public law or a special fund under public law, the court of jurisdiction shall be Velten.
11.3 Unless the offer states otherwise, the place of fulfilment shall be Velten.