I. Scope of application, Jh9,

1. The following General Terms and Conditions (hereinafter: „GTC“) shall apply exclusively to all contracts, including future contracts, between quotapoint GmbH (hereinafter: „STUDIO“) and the contractual partner (hereinafter: „CLIENT“). Deviating general terms and conditions of the client shall not apply.
2 These GTC shall only apply to legal transactions with persons acting in the exercise of their commercial or independent professional activity (entrepreneurs within the meaning of Section 14 BGB). This also includes legal entities under public law and special funds under public law.
3. The General Terms and Conditions shall always apply, unless otherwise agreed in writing.

II. Offer, conclusion of contract and scope of services

1. quotapoint GmbH’s contractual offers are subject to change and non-binding. They serve exclusively to help the client decide whether to award the contract for the study offered and may only be published or passed on to third parties with the studio’s consent. The stated deadlines and dates are only binding if this has been expressly agreed.
2. The object of the order is the agreed recruitment activity and rental of premises specified in the contract/order, not the achievement of a certain economic success.
3. The order shall become binding upon confirmation of the order by the client, at the latest upon commencement of the studio’s services. quotapoint GmbH may use the services of experts to carry out the order.
4 The content of the contract shall be governed by the studio’s offer and order confirmation as well as these GTCs. Subsequent amendments, additions or ancillary agreements to the contract must be agreed in writing.
5. The studio shall consult with the client on the measures to be taken and, if necessary at the studio’s discretion, submit a draft of the planned schedules for information and comment.
6. quotapoint GmbH will provide the client with the necessary information on the status of the service/consultancy on request. quotapoint GmbH shall only prepare detailed written reports for third parties if this has been agreed separately.
7 The number of participants to be invoiced per group discussion is generally the gross number of participants per group discussion.

III. Obligations of the client to cooperate

1. quotapoint GmbH and the client shall inform each other immediately and mutually on the basis of a trusting cooperation about all circumstances which are of significance for the implementation of a project.
2. In the case of recruitment orders, the client must provide all information, documents and data required for the execution of the order. The data supplied by the client or third parties will be checked by the studio for plausibility. quotapoint GmbH is not liable for the accuracy of this data.
3. Requests for changes and additions to the research proposal must be communicated to the studio immediately and all information and documents required for the proper execution of the order must be handed over to the studio in good time and free of charge. If the client violates these obligations, he shall bear the additional costs incurred by the studio as a result.
4. The client warrants that the intended measures and the publication and use of their results are legally permissible, in particular under competition law, and that the implementation of the survey and the use and publication of the results do not infringe the rights of third parties. If claims are asserted against the studio because the client has intentionally or negligently used the properly obtained results unlawfully (e.g. unlawfully and/or falsely advertises with them), the client shall indemnify the studio against all claims.

IV. Prices and terms of payment

1. The price stated in the studio’s order confirmation plus VAT shall be decisive for the services offered in the examination proposal. Any additional services requested by the client shall be remunerated separately according to the studio’s usual prices and daily rates.
2. The studio has the right to assign its claims against the client to third parties for the purpose of financing. Payments on final and partial invoices must be made within 30 days of the invoice date without deduction to one of the accounts specified by the studio. A payment shall only be deemed to have been made when the studio or the financing company can finally dispose of it. In the event of late payment, the studio shall be entitled to default interest of eight percentage points above the prime rate.
In the event of late payment, interest shall be charged in accordance with Section 288 (2) BGB. The right to claim further damages caused by default remains unaffected by this.
3. We reserve the right to invoice up to 50% of the anticipated order amount, or alternatively the total amount of the incentive expenses incurred for a study after order confirmation.
4. The client may only offset undisputed or legally established claims. This shall also apply to the assertion of rights of retention.
5. If a risk to the studio’s payment claims becomes apparent due to the client’s inability to pay, the studio shall be entitled to demand immediate payment of all claims not yet due from the entire business relationship with the client, provided that the studio has already rendered its services. This also applies if the Studio has already accepted bills of exchange or checks. A risk exists if information from a bank or a credit agency suggests that the client is not creditworthy. The same applies if the client is in arrears with at least two invoices. In this case, the studio is also entitled to set the client a reasonable deadline within which he must either effect payment or provide security, at his discretion, concurrently with the provision of the outstanding deliveries. After the unsuccessful expiry of this period, the studio may withdraw from the contract. In the event of suspension of payment or over-indebtedness of the client, the setting of a grace period is dispensable.

V. Retention of documents

The studio is obliged to hand over the survey documents, survey data and declarations of consent to the client after completion of the market survey.
Unless otherwise agreed, potential audio and/or video recordings shall be handed over exclusively to the client. The client undertakes to destroy the recordings no later than 3 months after completion of the project.

VI. Confidentiality/data protection

1. quotapoint GmbH is obliged to maintain confidentiality with regard to all information of a confidential nature of which it becomes aware in connection with its activities for the client, in particular business and trade secrets, and not to disclose such information to third parties without the consent of the client. The obligation to maintain confidentiality shall continue to apply even after termination of the order.
2. The client is aware that personal data is stored and processed by the studio in connection with contract negotiations and business transactions. The client waives notification in accordance with the GDPR.

VII. Competitive activity

1. Without a special agreement, the studio is not prevented from working for competitors of the client during or following the contract concluded with the client.

VIII. Exclusivity

The Studio does not grant exclusivity for certain product fields, objects of investigation or investigation methods, unless this is expressly agreed in writing.

IX. Rights of the client in the event of defects

1. The Studio shall be liable without limitation under the Product Liability Act for damages caused intentionally, in the event of fraudulent concealment of defects, for damages due to grossly negligent breach of a material contractual obligation and for damages resulting from injury to life, limb or health
2. For damages caused by gross negligence, which do not fall under paragraph 1, the studio is liable limited to compensation for the foreseeable, contract-typical damage. Even in the event of a breach of a material contractual obligation due to simple negligence, the Studio shall only be liable for compensation for foreseeable damage typical of the contract. Liability is limited to the simple order value per case of damage.
3. Except in the cases mentioned in paragraphs 1 and 2, the studio shall not be liable for damages caused by simple negligence.
4. The client may only demand the recovery of data from the studio if the studio has caused its destruction intentionally or through gross negligence and the client has ensured that this data can be reconstructed with reasonable effort from data material held in machine-readable form.
5. The above limitations and exclusions of liability shall also apply to the liability of the studio’s organs, vicarious agents and/or assistants.
6. If there is a breach of duty for which the studio is not responsible and which does not constitute a defect in the work delivered by the studio, the client is not entitled to withdraw from the contract.
7. The studio is not liable for the accuracy and completeness of third-party data.
8. Faulty recruitment
Incorrect recruitment is deducted if:
The recruiter and the test person have deliberately provided false information,
which led to the invitation and the interview is canceled for this reason or the participant is removed from the event.
The recruiter has deliberately provided false information and the interview is terminated for this reason or the participant is removed from the event.
If the interview or event with the participant is carried out in full, no deduction can be claimed.

X. Cancellation costs

If a booked order is canceled, the services provided to date will be charged up to 100%. If individual appointments or complete projects are postponed, additional costs will be incurred.
The room cancellation costs are calculated as follows:
From the 21st day (incl.) before implementation of the study 50% room costs
From the 14th day (incl.) before implementation of the study 75% room costs
From the 7th day (incl.) before implementation of the study
100% room costs
All confirmed recruitments up to the day of cancellation will be charged at 100%.
>4 working days before implementation of the study 0% incentive per canceled participant
48-96 h before implementation of the study 50% incentive per canceled participant
<48 h before implementation of the study   or on the day of implementation 100% incentive per canceled participant
If a booked order is canceled, incentives will be charged pro rata as follows:
Other services that have been booked but not yet provided (catering, minute taker, interpreter, moderator, etc.):
at least 50% of the booked scope of services; depending on the service and booking type, up to 100% may apply.

XI. Retention of title

1. Ownership of the survey data handed over to the client shall only pass to the client as soon as all claims to which the Studio and the third parties commissioned on behalf of the client are entitled against the client have been fulfilled.
XII Severability clause
If general terms and conditions have not become part of the contract in whole or in part or are ineffective, the rest of the contract shall remain effective.
Insofar as the provisions have not become part of the contract or are invalid, the content of the contract shall be governed by the statutory provisions. The contract is invalid if adherence to it would constitute an unreasonable hardship for one of the contracting parties, even taking into account the amendment provided for in paragraph 2.

XII. Applicable law, place of performance, place of jurisdiction

1. The contract shall be governed exclusively by German law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
2. The place of performance for our deliveries and services for quotapoint GmbH is our registered office in Frankfurt am Main. Our registered office is also the place of payment for the client.
3. quotapoint GmbH’s exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is Frankfurt am Main. However, we also have the right to sue the client at his general place of jurisdiction. This also applies to cross-border transactions.
Status: April 2024


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