General terms and conditions for the event area of FLORIS

Date: Jan. 2022

§ 1 Material scope of application

The following General Terms and Conditions (GTC) shall apply to all - also future - contracts, deliveries and other services of FLORIS GmbH (hereinafter: FLORIS), Boschweg 7, 12057 Berlin, vis-à-vis its customers (hereinafter: Customer).

§ 2 Exclusivity clause

The General Terms and Conditions of FLORIS Catering GmbH shall apply exclusively to the entire business relationship - i.e. also to subsequent transactions. General terms and conditions of the customer are expressly rejected. This shall also apply if the customer's offer or acceptance of an offer is made with reference to the overriding validity of the customer's own GTC or if FLORIS carries out the delivery/service without reservation in the knowledge that the customer's terms and conditions conflict with or deviate from these GTC.

§ 3 Placing of order

All offers of FLORIS Catering GmbH are subject to change and non-binding. Each order (conclusion of contract) must be confirmed by the customer (client) in text form and is only then considered binding for both parties.

All components of our offers are in EURO plus the respective applicable statutory value added tax.

§ 4 Change of invoice addressee

FLORIS Catering GmbH points out that a processing fee of EUR 50.00 will be charged for any changes in the invoice addressee requested by the customer after conclusion of the contract.

Furthermore, the original contractual partner (debtor) remains identical.

Furthermore, interest on arrears will be charged in the permissible amount.

§ 5 Number of participants

The number of participants results from the order confirmation. Up to 10 calendar days before the event at the latest, the client can change the number of participants; the adjustment can deviate by a maximum of 5% from the order confirmation without affecting the agreed remuneration. The information about the change must be sent to FLORIS in text form to be valid.

FLORIS Catering GmbH reserves the right to make appropriate price adjustments in the event of a change in the number of participants.
If fewer participants arrive on the day of the event than announced, the last confirmed number of participants will still be charged.
If more participants arrive than last confirmed, the actual number of participants will be invoiced.

§ 6 Withdrawal/cancellation by the client/customer

FLORIS Catering is aware of the great trust of its clients in the quality and reliability of its services and therefore always wants to achieve the best possible result for its clients/customers and therefore includes this intention in the contract.

In order to meet these high requirements and to be able to provide the agreed service in this quality at the time of the event/service delivery, FLORIS Catering already performs extensive work individually adapted for the customer at the latest immediately after the time of the conclusion of the contract, which constitute essential components of the agreed services, e.g. selection and inspections of the venue, scheduling, bookings and orders, hiring of third-party services, etc.

For this reason, after the contract has been concluded, it is generally no longer possible to withdraw/cancel free of charge.

Therefore, up to and including 45 calendar days before the day of the event, the client is obliged to pay 50 % of the agreed remuneration,
up to and including 44 - 11 calendar days 70 % of the agreed remuneration and
up to and including 10 to 3 calendar days 90 % of the agreed remuneration and
thereafter to pay the full agreed remuneration.

The contracting partner is explicitly allowed to prove that FLORIS Catering has not suffered any damage at all or that the damage is considerably lower than the above mentioned lump sum.

FLORIS Catering expressly reserves the right to assert a claim for damages exceeding the lump sum. The declaration of withdrawal/cancellation by the client must be made in text form.

The submission of the declaration of withdrawal/cancellation by electronic mail (e-mail, WhatsApp etc.) is not sufficient for the security of both parties and therefore excluded. It must therefore be made by letter post, unless FLORIS confirms the withdrawal or cancellation in text form.

§ 7 Termination by FLORIS

FLORIS may terminate the contract extraordinarily if cooperation with the customer is no longer reasonable for FLORIS, in particular if
1.    a competent authority or a court prohibits the performance of the event.
A prior warning or setting of a deadline, etc., is only required if it is ensured that the reason for termination will cease or not occur and FLORIS can reasonably be expected to continue to adhere to the contract. In any case, FLORIS must at least be reimbursed for the costs actually incurred up to that point.
2.    the competent authorities and police are unable to maintain public safety and order on the basis of concrete indications and the Lessor cannot reasonably be expected to continue the lease for this reason; or
3.    the required official approvals and permits are not available;
4.    payments due are not made (without FLORIS thereby losing its claim to the agreed price). If the customer pays at a later date than agreed, and if FLORIS is still able to deliver, FLORIS shall be entitled to demand the delivery of the reimbursement of any additional costs incurred due to the delay in payment;
5.    the customer fails to provide FLORIS with documents and information necessary for the performance of the contract, or fails to provide FLORIS with such documents and information in full or in due time, which are agreed upon or necessary for a timely delivery or support/service on site (e.g. gravel access roads, load limits of access roads, distances from the last permissible parking place of the delivery vehicle to the place of delivery, lighting, fire protection, escape routes) and a provision at the curb (see § 9 paragraph 6) is impossible or unreasonable with regard to the property of FLORIS;
6.    circumstances arise which were unknown at the time of conclusion of the contract, which endanger the safety of the delivery person on site or which lead to the fact that regulations from occupational health and safety for the safety and health of the personnel of FLORIS are not complied with or cannot be complied with in a secured manner;
7.    the customer fails to take measures prescribed by law or ordered by the authorities which serve to ensure the safety of personnel deployed by FLORIS (delivery, service, etc.) on site;
8.    it is to be assumed that the event supplied, at which logos, equipment or personnel of FLORIS are present and present, directly relates to political events in Germany and/or abroad and/or opinions are or are to be discussed and/or announced which are incompatible with basic democratic values and/or the Basic Law of the Federal Republic of Germany and/or have a negative effect on the peaceful coexistence of people in Germany;
9.    the customer belongs to a prohibited party and wishes to hold the event in this capacity;
10.    the customer does not comply with official requirements;
11.    the customer operates technical equipment that is not permitted and as a result the personnel of FLORIS may be endangered;

§ 8 Terms of payment

1.    All prices quoted are net prices, unless they are expressly marked as gross prices, and are exclusive of statutory taxes. All prices are Euro prices. Any costs of transfer/payment shall be borne by the customer.
2.    our deliveries and services are to be paid immediately without any deduction upon delivery in cash - if so agreed - or upon receipt of the invoice. In the event of default in payment, all other (residual) claims of FLORIS against the customer arising from the business relationship shall also become due for payment immediately.
3.    in case of a binding order (order confirmation), an advance payment in the amount of at least 50% of the sum resulting from the order is to be paid by the client.
4.    an advance payment in the amount of 100% of the sum resulting from the order shall be made for a delivery whose turnover is fully calculable.
5.    the advance payment is due and payable immediately with the order confirmation, about which you will receive an invoice. FLORIS may, with the exception of cases of "untimeliness", require further prepayments/advance payment.
6.    If the advance payment is not paid on time, FLORIS Catering reserves the right, after a reminder, not to provide the agreed service. Services provided by Floris until then will be invoiced according to § 6 of these GTC and are due for payment immediately.
7.    The final invoice or the outstanding balance of the final invoice is due immediately without deduction after receipt of the invoice. FLORIS Catering may also make deviating arrangements in individual cases after prior consultation and stipulation in text form.
8.    the customer shall also be obliged to pay the agreed price if the event or utilization project on which the order is based is cancelled or aborted or shortened in time for reasons for which FLORIS is not responsible. This also applies if this occurs due to the absence of a permit, bad weather, lack of visitor interest, for reasons of a pandemic or similar, provided that FLORIS is not responsible for these reasons. § 6 of these GTC shall apply accordingly.

§ 9 Limitation of liability

1.    No liability is assumed for loss of or damage to items brought in by the customer and/or his guests, unless the damage is due to grossly negligent or intentional conduct on the part of FLORIS or its vicarious agents and legal representatives.

2.    If the Buyer is a consumer, the liability of FLORIS in case of slightly negligent breach of duty shall be limited to the foreseeable, contract-typical, direct average damage according to the type of service and delivery. This shall also apply in the case of slightly negligent breaches of duty by employees, representatives or vicarious agents of FLORIS.

3.    If the customer is an entrepreneur, a legal entity under public law or a special fund under public law, claims for damages are excluded irrespective of the type of breach of duty, including tortious acts, unless there is intentional or grossly negligent conduct.

4.    In case of breach of essential contractual obligations FLORIS shall be liable for any negligence, but only up to the amount of the foreseeable damage. Claims for loss of profit, saved expenses, claims for damages by third parties as well as other indirect and consequential damages cannot be demanded, unless a characteristic guaranteed by FLORIS has the specific purpose of protecting the customer against such damages.

5.    The limitations and exclusions of liability pursuant to Section 9 No. 1 - 5 shall not apply to claims which have arisen due to fraudulent conduct on the part of FLORIS, as well as in the case of liability for guaranteed characteristics, for claims under the Product Liability Act and damages arising from injury to life, limb or health.

6.    Insofar as the liability of FLORIS is excluded or limited, this shall also apply to the personal liability of its employees, representatives or vicarious agents.

§ 10 Rental/Loan of Equipment

All equipment provided to the customer, unless it is disposable packaging, is and remains the property of FLORIS. The equipment is provided exclusively to the customer (transfer to third parties is excluded) and only on a rental basis. The customer shall ensure appropriate storage of the equipment in a protected environment (weather, access by unauthorized persons).
    
All fees agreed upon for the rental of equipment are calculated according to calendar days. Unless otherwise agreed, the rental period shall commence on the day of handover to the customer.

Subject to the agreement of an obligation to return the equipment by the customer at the registered office of FLORIS or another location, FLORIS shall collect the equipment from the customer within a period of three working days, starting from the commencement of the rental.

If the customer does not enable FLORIS to collect the equipment within this period or does not return it within this period despite agreement of an obligation to return it at the registered office of FLORIS or another location, the rental period shall be extended with costs at the conditions agreed for the rental.

The customer shall always treat the equipment with care and diligence as is customary in the trade.

In the event of damage, destruction or loss, the customer shall compensate FLORIS for the replacement value of the equipment, i.e. the purchase price that FLORIS would have to pay for a replacement of the equipment. The customer is expressly permitted to prove that no damage or reduction in value has occurred at all or that it is significantly less than the replacement value.

After the return of the equipment, FLORIS reserves the right to inspect the equipment for damage and loss within seven days, starting from the day on which the equipment is returned to the possession of FLORIS.

The customer agrees to use the equipment exclusively for its intended purpose and to comply with all recommended protective measures and necessary safeguards against theft and vandalism.

The customer is fully liable for theft and such damages that lie outside of normal use from the time the rental items are handed over.

The rented items will be handed over to the customer in proper condition. The customer is obliged to notify FLORIS immediately of any damage or defect and to give FLORIS a reasonable opportunity to repair, rectify or replace the goods or to carry out a repair or have a repair carried out in accordance with FLORIS' instructions, insofar as this is reasonable for the customer.

§ 11 Arrangement of locations

If the contract includes the rental of premises, the terms and conditions of the location also apply. The contract for the location, as well as the invoicing and settlement of payments, shall take place in direct contact between the customer and the location. FLORIS may also make deviating arrangements in individual cases after prior consultation and their written stipulation.

§ 12 Force majeure, weather and external influences, epidemic/pandemic etc.

FLORIS shall not be liable in the event of weather and external influences, restrictions/official/legal orders during an epidemic/pandemic or similar, which make it objectively impossible to execute the order on the agreed date.
§ 8 para. 8 of the GTC shall apply accordingly.

FLORIS will endeavor, within the scope of what is economically reasonable, to hold the event with the customer on an alternative date at the request of the customer in the aforementioned cases after the aforementioned reason has ceased to exist. However, any additional costs incurred as a result shall then be reimbursed by the customer.

In the above-mentioned cases, the customer shall not be released from the consideration pursuant to § 326 of the German Civil Code (BGB), but FLORIS shall at least be obliged to reasonably reimburse the expenses incurred by FLORIS in this respect. The customer shall be expressly permitted to prove that the expenses were not incurred at all or were significantly lower than those claimed by FLORIS.

§ 13 Delays

FLORIS Catering GmbH cannot be held responsible for any delays, unless the delays are due to the fault of FLORIS.

§ 14 Music

Events with music - whether live music, background music with sound carrier playback, music playback with a DJ as well as sports broadcasts on large screens or canvases - must be registered with GEMA. This is the responsibility of the customer. Should the customer fail to comply with this obligation to register, FLORIS shall be entitled to forward the customer's contact details to GEMA at its request. The same applies to the levies to the artists' social security fund. This is also the responsibility of the customer.

§ 15 Copyrights of FLORIS

For all event concepts, documents, graphics, lists, drawings and sketches (event documents) created by FLORIS - also at the customer's request - the copyright law is deemed to be agreed. Even if individual parts should not be protected by law.

§ 16 Place of jurisdiction and applicable law

The exclusive place of jurisdiction for all legal disputes is the registered office of FLORIS.
German law shall also apply to the execution of foreign orders.
Agreements or collateral agreements deviating from these General Terms and Conditions must be made in text form (also possible by electronic means) and confirmed by the contractual partner in order to be effective.
After conclusion of the contract and before the event is held, verbal deviating agreements are also permissible, provided that they have been confirmed in text form by e-mail.

Special general business agreements on webshop deliveries from FLORIS

1.) Age restrictions

If an order includes goods whose sale is subject to age restrictions, FLORIS shall ensure that the Customer has reached the required minimum age by using a reliable procedure including a personal identity and age check. The deliverer will hand over the goods only after the age check has been carried out and only to the orderer personally.

2.) Packaging / Disposal

The customer chooses the type of packaging and presentation of the ordered goods, unless it is expressly specified as mandatory by FLORIS. This will be subject to the additional charges shown in the relevant offer. If the customer chooses disposable packaging, he undertakes to dispose of the packaging materials supplied by FLORIS properly at his own expense. If the customer selects packaging materials that FLORIS will collect again, these will be taken over by the customer on a rental basis and must be returned to FLORIS.

3.) Materials of the customer

Insofar as FLORIS customer materials are to be used or utilized within the scope of the provision of goods and services, the customer shall ensure timely delivery to the registered office of FLORIS at his own expense. Customer materials not used or reusable shall be collected by the customer from there within one week after completion of the services. After expiry of this period, FLORIS shall be entitled to have the customer materials professionally disposed of at the customer's expense.

4.) Delivery and shipping costs

For delivery or shipping to a delivery address, the additional costs shown in the respective offer. For changes in content and/or changes in delivery or billing addresses for orders already placed, a fee of EUR 8.00 will be charged.

5.) Liability for delivery/ Withdrawal

Should a pre-supplier fail to supply FLORIS or fail to supply FLORIS in due time, FLORIS shall be released from the obligation to deliver in due time and in full, provided that FLORIS is not at fault. If FLORIS is not able to deliver the ordered goods or to provide the service through no fault of its own, because a covering transaction has been concluded with a supplier to supply the customer and the supplier then fails to meet its contractual obligations, FLORIS shall be entitled to withdraw from the contract with the customer. In this case, FLORIS shall inform the customer immediately about the lack of delivery possibility. If payment of the purchase price has already been made, it will be refunded immediately.
If the customer provides a wrong or incomplete delivery address and for this reason a delivery of the goods is not possible, the customer has to compensate FLORIS for the damage caused by this, including in particular the costs of the return shipment. The same applies if the delivery of the goods is considerably impeded as a result of the provision of an incorrect or incomplete delivery address. In this case, the Buyer shall compensate FLORIS for the damage caused thereby, which may include in particular the costs of determining the address or of a further delivery.

6.) Delivery dates, delivery difficulties

Details of delivery or performance dates are only to be understood as approximate dates and not fixed dates. Binding delivery or service dates (fixed dates) must be expressly designated as binding or fixed.
FLORIS owes one delivery attempt or one attempt to deliver. Additional attempts or waiting times are to be appropriately remunerated by the customer.
Composite order items (e.g. food boxes) as well as wine vintage changes / product illustrations
Composite articles are always packed ready for postage. Only upon express request will gifts be openly decorated when picked up in person and when shipped by the in-house delivery service.
FLORIS reserves the right to replace individual products with similar goods of the same quantity if the originally intended goods are not available. In the case of wines, vintage changes are possible. Furthermore, it may occur that decorative items are also shown in product illustrations; these are only to be seen as decoration and are not part of the scope of delivery of the ordered item.
FLORIS reserves the right to make technical and design deviations from descriptions and information in brochures, catalogs, other written documents or in the FLORIS webshop that are reasonable for the customer, as well as model, content and material changes in the course of technical progress. The customer shall not be entitled to any claims in the event of reasonable deviations that do not jeopardize the purpose of the contract.

7.) Weight specifications

Weight specifications are approximate values from FLORIS recipes. As FLORIS works with fresh food by hand, weights may naturally deviate upwards or downwards.

8.) Transfer of risk and defects

The risk shall pass to the Buyer as soon as the Buyer has obtained possession of the purchased goods and is in default of acceptance.
In the case of perishable goods, FLORIS will only be able to process complaints quickly and unbureaucratically if the Buyer raises them immediately after discovery of the defects so that FLORIS can check their justification.
In the case of wines, natural precipitations such as crystals, tartar or deposits do not constitute deviations from the contractually agreed scope of services and thus do not constitute defects. We reserve the right to make changes to the vintage, incorrect information on prices or picture confusion.
The customer has to check each delivery immediately for external intactness. Externally visible transport damage must be reported immediately to the driver or the delivery person. FLORIS cannot be held responsible for recognizable transport damages claimed later.
Accordingly, the customer must inspect the goods immediately after delivery to ensure that they are free of defects and complete and must notify FLORIS immediately in writing of any defects discovered. If the customer fails to inspect the goods or to notify FLORIS of defects in due time, the delivered goods shall be deemed to have been accepted, unless the defect was not recognizable during the inspection. Hidden defects discovered later must be reported within 14 days of becoming aware of them; otherwise the goods shall be deemed to have been approved also with regard to these defects. The notification of defects must be made in writing and must precisely describe the defect complained of.

9.) Retention of title

All deliveries and services are subject to retention of title. The delivered goods shall remain the property of FLORIS until the purchase price and all other claims of FLORIS against the customer arising from the current business relationship have been paid in full (in the case of payment by check, until it has been cashed). FLORIS shall retain title to the goods delivered (reserved goods) until all claims FLORIS has against the Buyer arising from this legal transaction have been settled. The Buyer may not sell the goods subject to retention of title or otherwise dispose of the title thereto.

10.) Remuneration, prices, terms of payment

All prices quoted are net prices, unless they are expressly marked as gross prices, and are in each case exclusive of statutory taxes. All prices are Euro prices. Any costs of transfer/payment shall be borne by the customer. When ordering via the web store, the customer may only use the payment options displayed under the menu item "Payment", whereby FLORIS expressly reserves the right to reject a payment method selected by the customer in the contractual offer. With the exception of the payment model on account, FLORIS' remuneration shall be due upon conclusion of the contract, i.e. the customer shall be obliged to pay the remuneration in advance.
If the customer does not order via the web store, payment in advance (bank transfer) shall be deemed to have been agreed, whereby the remuneration of FLORIS shall become due upon conclusion of the contract, i.e. the customer shall be obliged to pay the remuneration in advance and payment shall be received up to three working days before the scheduled delivery date.