GENERAL TERMS AND CONDITIONS OF BUSINESS OF THE FACTORY HOTEL GMBH & CO. KG FOR HOTEL ACCOMMODATIONS

 

As of: 15 August 2008

I. Scope of applicability

These Business Terms and Conditions apply to the rental of hotel room accommodations of the Factory Hotel GmbH & Co. KG (hereinafter: "Hotel") for overnight stays as well as for all other services or goods for the Hotel Guest. Any sublease of rooms, use of rented rooms for any other purpose other than for housing purposes, use of the room for public invitations or other advertising purposes, use for interviews, sales events or any such other similar type of event, and use of hotel spaces outside of the rented room for the aforementioned events shall require the prior written consent of the Hotel and may be made dependent on the payment of additional consideration. Section 540(1), sentence 2 of the German Civil Code (BGB) shall not apply to the extent the Hotel Guest is not a consumer. Hotel Guest terms and conditions of business shall only apply, if this has been expressly agreed to in advance and in writing.

II. Contractual conclusion and contractual partners

An agreement shall only be formed upon acceptance by the Hotel of the Hotel Guest's offer to contract.If a third-party has entered into a contract on behalf of the Hotel Guest, then the same shall be liable to the Hotel together with the Hotel Guest in joint and several liability for all contractual obligations arising from the agreement for hotel accommodations, to the extent that a corresponding statement effecting agency has been furnished to the Hotel. At the latest upon concluding the Agreement the Hotel Guest shall be obligated to inform the Hotel without being specifically requested to do so, if the intended use of the room would otherwise endanger the smooth operation of Hotel business, the security of the Hotel, or the Hotel's public reputation.

III. Services, prices, payment, setoff

The Hotel Guest shall pay the applicable or stipulated price for the room as well as any other additional services used by the Hotel Guest. This shall also apply to any other expenses or services arranged for by the Hotel Guest for the benefit of a third party. These prices are defined by the price list valid at the time of performance. If different prices are confirmed by the hotel (e.g. in a booking confirmation), this is to be considered as the agreed price. The price increases referred to below must be taken into consideration. Special prices deviating from the price list valid at the time can be agreed between the customer and the hotel at any time. Special prices are only granted voluntarily and depend on hotel occupancy and room availability. The granting of special prices, even on a repeated basis, does not give Hotel Guests a right to such special prices in the future. If there are more than 4 months between the time the contract is executed and contractual performance and the legally applicable value added tax changes within this period of time, then all prices will be adjusted accordingly. If more than 4 months have passed between the time the contract is executed and contractual performance, and the Hotel has amended its prices generally charged for such services upward, then the Hotel shall be entitled to reasonably increase the contractually agreed-upon price, but in no event more than a maximum 5%-increase. This price ceiling shall be increased correspondingly by 5% for every additional year between the time the contract was executed and contractual performance, which exceeds this 4-month time period. This notwithstanding any price amendments according to No. 2 above shall not be affected.The Hotel may amend its prices, if, upon Hotel assent, the Hotel Guest subsequently desires to alter the number of reserved rooms, the Hotel services required, or the duration of stay.Unless otherwise agreed upon, Hotel invoices are to be paid within 10 days of invoice receipt without discount. The Hotel is entitled to make an immediate demand for payment of accrued debt at any time. In the event of payment default, the Hotel shall be entitled to charge interest thereon at the legally applicable default interest rate. The Hotel reserves the right to demonstrate and prove higher amounts of loss or damage. Subsequent to payment default the Hotel Guest shall be liable to the Hotel for the costs of payment reminder and collection notices in the amount of €5,00 every time such are dispatched to the Hotel Guest. The Hotel Guest is free to prove that no costs or substantially lower costs were incurred therefor. The Hotel may require a reasonable advance payment or security deposit upon contractual conclusion and thereafter whilst taking into consideration the legal provisions for package holidays. The amount of any advance payment and payment dates may be stipulated to in writing in the contract. The Hotel Guest is only entitled to set off any undisputed or are legally adjudicated claims against claims from the Hotel.

 

IV. Guest cancellation

A cancellation of the Agreement executed with the Hotel shall require the written assent of the Hotel. If not assented to, then the contractually stipulated room rate is to be paid, even if the Hotel Guest does not utilise the room. This shall not apply to a breach by the Hotel of the Hotel Guest's rights, legal protections or interests, if continuing to be bound by the Agreement would be unreasonable or there is otherwise a statutory or contractual right of rescission available to the Hotel Guest. If the Hotel and Hotel Guest have agreed in writing to cancel the contract at no charge by a specified date, then the Hotel Guest shall be entitled to rescind the contract up to that date without being subject to any claims of payment or damages from the Hotel. The Hotel Guest's right of rescission shall terminate, if the Guest does not exercise this right of rescission in writing by the agreed-upon date, however this shall not affect the case of Hotel Guest rescission specified in No. 1, sentence 3 above. If the Hotel Guest does not utilise a reserved room, the Hotel must credit against debt any substitute room rental and expenses saved. The Hotel shall be entitled to demand payment of the stipulated consideration less any lump sum liquidated expenses that have been foregone. In such case the Hotel Guest shall be obligated to pay 90% of the contractually stipulated room rate for an overnight stay, with or without breakfast included, as well as for flat-rate arrangements with third party service providers. The Hotel Guest may proffer evidence that the aforementioned amounts have not accrued or not accrued in the sum stated by the Hotel.

 

V. Cancellation by the Hotel

If a no-charge cancellation has been agreed to with the Hotel Guest in writing within a particular period, then the Hotel is entitled to rescind the contract within this period, should other guests make requests for the rooms that have been reserved under the contract, and when upon request from the Hotel the Hotel Guest does not waive its right to rescission. This shall correspondingly apply to a grant of an option that is held by the Hotel Guest when some other third party requests booking the same rooms, when and upon request by the Hotel the Hotel Guest is not prepared to exercise its option. If a stipulated, or per Clause III, No. 7, advance is not paid, even after the expiry of a reasonable additional payment deadline set by the Hotel, the Hotel may likewise cancel the Agreement. The Hotel shall also be entitled to rescind the contract for a justified relevant reason, for instance if: - Acts of God or other circumstances beyond the Hotel's scope of control make it impossible for the Hotel to fulfil its contractual obligations,- Incorrect or misleading material information regarding the reservation of the Hotel room, for example the identity of the Hotel Guest or purpose,- The Hotel is justified in believing that the use of the room will endanger or disturb the smooth operation of the Hotel, Hotel security or the public reputation of the Hotel without this be attributed to the Hotel's sphere of control or organisation,- A breach of Clause 1, No. 2. Interviews, sales events and other such similar events that have not been approved may be prohibited or otherwise interrupted by the Hotel. In the event of a justified cancellation by the Hotel, or upon the prevention of an event, which has not been approved per No. 4 above, the Hotel Guest shall have no right to claim any sort of compensatory damages. Should a damages claim accrue to the Hotel against the Hotel Guest because of a cancellation or rescission pursuant to 2 and 3 above, the Hotel may liquidate the claim into a lump sum. Clause IV, No. 4, sentences 2 and 3 shall apply correspondingly in this case

 

 

VI. Room reservation, possession and return

The Hotel Guest shall not acquire any right of possession to a particular room, unless there is an express written confirmation by the Hotel to that effect. Reserved rooms are available to Hotel Guests as of 16:00 hours on the stipulated day of arrival. The Hotel Guest has no right to earlier availability. If a later arrival date has not been expressly agreed to, or the particular room has not been paid for in advance, the Hotel reserves the right to give the room to another guest after 18:00 hours without being subject to any claims by the Hotel Guest. This shall not affect any claims the Hotel may have per Clause IV. There shall be no right of entitlement to another room. Rooms must be vacated at the latest by 12:00 hours on the day of departure. If rooms are not vacated timely, the Hotel may bill a room rate calculated at 50% of the full room rate on account of the failure to timely return possession of the room to the Hotel up until 18:00 hours. After 18:00 hours the Hotel may charge the full room rate (100%). This shall not provide a contractual basis for any Hotel Guest claims. The Hotel Guest is free to proffer evidence that the Hotel is entitled to no consideration or significantly lower consideration for the rent of the hotel room.

VII. Hotel Liability

The Hotel shall be held liable for breaches of its obligations arising out of this Agreement to the extent its conduct does not comport to that of a reasonably prudent businessperson. The Hotel Guest shall have no right to assert a claim for damages, unless such claims pertain to death, personal injury or harm to health, and the Hotel is responsible for, or the cause of such breach of these primary obligations. Moreover, this right to assert a claim for damages shall also include claims of loss or damage that are based on an intentional or grossly negligent material breach by the Hotel of its contractual duties or any typical duties, which would arise from the Agreement. The Hotel shall likewise be held liable for any material breaches of contract that are conducted by any of its legal representatives or agents. If any disturbance or defect of the Hotel's contractual performance should occur, then the Hotel upon being notified thereof shall promptly undertake measures to rectify the problem complained of by the Hotel Guest. The Hotel Guest is obligated to undertake reasonable steps to eliminate a disturbance and mitigate any possible damage or loss. The Hotel Guest is also obligated to timely notify the Hotel about the possible emergence of any significant extraordinary loss or damage.The Hotel shall be liable to the Hotel Guest for personal effects and items brought to the Hotel pursuant to statutory provisions, which is one-hundred times the rental rate, but no more than €3,500. The Hotel shall be liable for money, securities and precious items up to €800, provided the Hotel Guest locked these items away in the room safe. Liability claims shall expire, if the Hotel Guest does not immediately report any loss, destruction, or damage upon becoming aware of such (section 703 of the German Civil Code (BGB)). No. 1 above shall apply correspondingly for all other liability of the Hotel. Any items left behind at the Hotel by guests shall only be sent to them upon request and at their own expense and risk. The Hotel shall keep any items found for a period of 3 months, after which time it shall hand them over to the local community lost property office, provided that the items possess some sort of recognisable value. No. 1 above shall apply correspondingly. If the Hotel Guest is furnished a parking space in the Hotel garage or in a car park, no contract for bailment shall be deemed concluded, even if a fee is collected therefor. The Hotel is not obligated to supervise or monitor parking garages or car parks. The Hotel shall not be held liable for the theft or damage to vehicles, or any contents contained therein, which have been parked on any Hotel grounds, except is cases of intentional misconduct or gross negligence. Paragraph No. 1 of this Section above shall apply accordingly. Any loss or damage incurred must be reported to the Hotel immediately.The Hotel executes wake-up calls with the greatest care. News, post and deliveries of goods for guests are handled with care. The Hotel will undertake the delivery, safekeeping and forwarding of the same for a fee and upon request. No. 1 above shall apply correspondingly.

 

VIII. Statutes of limitations

All claims against the Hotel shall generally be time-barred after one year the Hotel Guest knows or should have known about the damage or loss pursuant to the standard Statute of Limitations provision found in section 199(1) of the German Civil Code (BGB). All claims shall be barred after five years from the date of the event establishing the claim, regardless of when knowledge thereof is obtained. The shorter period of limitations shall not affect claims based on an intentional or grossly negligent material breach by the Hotel.

 

IX. Final provisions

Amendments and additions to this Agreement, contract acceptance or these General Terms and Conditions of Business for Hotel Accommodations must be made in writing in order to be legally valid and enforceable. Unilateral amendments or additions by the Hotel Guest shall be void and unenforceable.The place of performance and of payment shall be the Hotel's registered office.In the case of business transactions with merchants, exclusive legal venue in the event of litigation or a dispute shall be the court(s) having jurisdiction where the Hotel has its registered office. This shall also apply for cheque disputes and likewise if the Hotel Guest satisfies the conditions contained in section 38(2) of the German Rules of Civil Procedure (ZPO) and is not generally subject to the jurisdiction of the German courts. The law of the Federal Republic of Germany shall be applicable. The United Nations Convention on Contracts for the International Sale of Goods and German conflicts of laws provisions shall not be applicable.Should individual terms or provisions of these General Terms and Conditions of Business for Hotel Accommodations be held invalid or unenforceable, this shall not affect the validity and enforceability of the remaining terms and provisions. In such a case the parties shall stipulate to a new term or provision that comes as close as possible to the intent and purpose of the invalid or unenforceable term or provision.

 

GENERAL TERMS AND CONDITIONS OF BUSINESS OF THE FACTORY HOTEL GMBH & CO. KG FOR EVENTS

 

As of 15 August 2008

I. Scope of applicability

These General Terms and Conditions of Business apply to the rental of functional spaces in the Hotel for events such as banquettes, seminars, conferences, exhibitions, presentations, etc. as well as all attendant Hotel services.Any sublease of rented rooms, spaces or display cases as well as any invitations to discussion or sales events or any other such similar events shall require the prior written consent of the Hotel, whereby section 540 (1) sentence 2 of the German Civil Code (BGB) shall be excluded, if the Customer is not a consumer. Customer terms and conditions of business shall only apply, if this has been expressly agreed to in advance and in writing.

 

II. Contractual conclusion and contractual partners

An agreement shall only be formed upon acceptance by the Hotel of the Customer's offer to contract.Hotel offers (invitations to treat) may be changed at any time until confirmed in writing.If a third-party has entered into a contract on behalf of the Customer, then the same shall be liable to the Hotel together with the Customer in joint and several liability for all contractual obligations arising from the event agreement, to the extent that a corresponding statement effecting agency has been furnished to the Hotel.At the latest upon concluding the Agreement, the Customer shall be obligated to inform the Hotel without being specifically requested to do so, whether the planned event could endanger the smooth operation of Hotel business, the security of the Hotel or the Hotel's public reputation because of its political, religious or other content or character.

 

III. Services, prices, payment, setoff

The Hotel shall render the services the Customer has requested and the Hotel has agreed to provide. The contractually warranted character and features of the functional spaces provided shall be the conditions of the room and spaces and equipment found therein at the time the contract is concluded. The Customer shall pay the agreed upon prices for the stipulated services as well as standard or stipulated Hotel prices for any other services requested. This shall also apply to any services or Hotel expenses, which have been commissioned or otherwise engaged for the benefit of a third party.Stipulated prices include legally applicable value-added tax. If there are more than 4 months between the time the contract is executed and the scheduled event and the legally applicable value-added tax changes, then all prices will be adjusted accordingly.If more than 4 months have passed between the time the contract is executed and the scheduled event and the Hotel has amended its prices generally charged for such services upward, then the Hotel shall be entitled to reasonably increase the contractually agreed-upon price, but in no event more than a maximum of 5%. This price ceiling shall be increased correspondingly by 5% for every additional year between the time the contract was executed and the scheduled event, which exceeds this 4-month time period. This notwithstanding any price amendments according to No. 3 above shall not be affected. The Hotel may request a reasonable advance payment at any time. The amount of any advance payment and payment dates may be stipulated to in writing in the contract. If the sum of any payment due to the Hotel for services rendered exceeds an amount of €1,000, or Hotel services are to be used for more than week, the Hotel may issue interim invoices for accrued amounts.If Hotel invoices are issued without specifying a payment date, then such invoices are to be paid within 10 days after receipt of the invoice without discount. The Hotel is entitled to make an immediate demand for payment of accrued debt at any time. In the event of payment default, the Hotel shall be entitled to charge default interest at the then legally applicable rates of 8 percentage points over the base interest rate or in the case of a consumer transaction at 5 percentage points over the base interest rate. The Hotel reserves the right to demonstrate and prove higher amounts of loss or damage. The Customer is only entitled to set off any undisputed or are legally adjudicated claims against claims from the Hotel. The same shall apply to any rights to reduction or abatement.

 

IV. Customer rescission or cancellation
The Customer may rescind the contract executed with the Hotel at no charge only upon the Hotel's written consent thereto. If consent is not granted, then the stipulated rent from the agreement and any services requested by any third party are to be paid, if the Customer does not utilise Hotel services and renting the space or the room to another is no longer possible. This shall not apply to a breach by the Hotel of the Customer's rights, legal protections or interests, if continuing to be bound by the Agreement would be unreasonable or there is otherwise a statutory or contractual right of rescission available to the Customer.If the Hotel and Customer have agreed in writing to rescind the contract at no charge by a specified date, then the Customer shall be entitled to rescind the contract up to that date without being subject to any claims of payment or damages from the Hotel. The Customer's right of rescission shall terminate, if he, she, or it does not exercise this right of rescission in writing by the agreed-upon date, however this shall not affect the case specified in No. 1, sentence 3 above.If the Customer cancels the Agreement at anytime between 8 to 4 weeks before the scheduled event, the Hotel shall be entitled to invoice 35% of lost turnover for food and drink in addition to the stipulated rent. For cancellations up to 24 hours before the event the Hotel shall be entitled to charge for 70% of lost turnover and for cancellations less than 24 hours in advance up to 100% of lost turnover. The calculation of turnover for food and drink is as follows: menu price of the event plus drinks multiplied by the number of participants. If no price was agreed to for the menu, then the most affordable three-course meal offered for events shall be used as a calculation basis. Drinks will be calculated at 1/3 of the menu price. If a per person flat rate for the conference was agreed to, then the Hotel shall be entitled upon a cancellation occuring between 8 and 4 weeks before the date scheduled for the event to invoice 60% of the flat rate price multiplied by the number of stipulated participants, and in cases of cancellations taking place with less than 4 weeks advance notice, 85%.A credit for expenses not incurred shall be taken into account when calculating the charge per Nos. 3 through 5 above. The Customer is entitled to proffer evidence that the above-specified amount claimed did not accrue or did not accrue in the amount specified.

V. Hotel rescission or cancellation

If a no-charge cancellation has been agreed to with the Customer in writing within a particular period, then the Hotel is entitled to rescind the contract within this period, should other Customers make requests for the rooms and spaces that were reserved for the event under the contract, and when upon request from the Hotel the Customer does not waive its right to rescission. This shall correspondingly apply to a grant of an option that is held by the Customer when some other third party requests booking the same rooms and spaces, when and upon request by the Hotel the Customer is not prepared to exercise its option.If an agreed-upon, or per Clause III, No. 5, advance is not paid, the Hotel shall likewise be entitled to rescind the agreement. The Hotel shall also be entitled to rescind the contract for a justified relevant reason, for instance if: - Acts of God or other circumstances beyond the Hotel's scope of control make it impossible for the Hotel to fulfil its contractual obligations,- Incorrect or misleading material information regarding the reserved event, for example the real party in interest or the event purpose,- The Hotel is justified in believing that the event will endanger or disturb the smooth operation of the Hotel, Hotel security or the public reputation of the Hotel without this be attributed to the Hotel's sphere of control or organisation,- A breach of Clause 1, No. 2. In the event of a justified rescission by the Hotel, the Customer shall have no right to claim any sort of damages.Should a damages claim accrue to the Hotel against the Customer because of a cancellation or rescission pursuant to 2 and 3 above, the Hotel may liquidate the claim into a lump sum. Clause IV, Nos. 3 through 6 shall apply correspondingly.

 

VI. Changes regarding the number of participants and the date scheduled for the event

The Hotel must be informed about any changes to the number of participants in excess of more than 5% at least 5 working days before the date scheduled for the event to begin. This shall require the Hotel's written assent.When invoicing, the Hotel will take into account up to a 5%-reduction of the number of participants by the Customer. Any amounts over and above a 5% deviation of the originally stipulated number of participants will not be taken into account. Any cost savings that the Customer is able to prove with respect to the stipulated price because of a reduction in the number of participants may be used by the Customer to reduce price.In the event the number of participants should increase, then the actual number of participants shall be used for calculations.A 10% or more deviation in the number of participants shall entitle the Hotel to re-determine the contract price as well as substitute rooms or spaces, unless doing so would be unreasonable for the Customer.If the beginning and ending times for the scheduled event should be shifted in agreement with the Hotel, then any additional service commitment may be reasonably invoiced, unless of course such rescheduling falls within the ambit of the Hotel.

 

VII. Bringing of food and beverages

Generally the Customer is not allowed to bring food and beverages to the event. Any exceptions to this rule must be stipulated with the Hotel in writing. In such cases an amount will be charged to cover overheads.

 

VIII. Technical devices and connections, government agency permits

If the Hotel procures technical and other devices for the Customer at its request, then the Hotel is acting in the name of and on behalf of the Customer. The Customer shall be liable for the proper care and treatment of any devices as well as their orderly return. The Customer shall indemnify and hold the Hotel harmless against all third-party claims arising from the possession of any such device(s).If a Customer would like to use its own electronic devices that require connecting to the Hotel's power supply, then Hotel must give its written consent. This can be made dependent upon engaging a Hotel technician for a fee. The Customer shall be liable for any interruptions or damage or loss caused to Hotel technical equipment because of the use of such devices, provided that the Hotel itself is not at fault. Any electricity costs incurred by such use may be calculated at a flat rate by the Hotel and charged to the Customer. Upon the Hotel's consent the Customer may use its own telephone, facsimile and data transmission devices. However, the Hotel may charge a connection fee.Should Hotel equipment not be able to be used because of the Customer's own equipment, then the Hotel may charge an outage fee. Malfunctions of technical equipment or other devices provided by the Hotel shall be repaired as soon as possible. Payments may not be withheld or abated, if the Hotel is not responsible for such malfunctions. The Customer is responsible for obtaining requisite government permits for an event at its own expense. The Customer is responsible for compliance with conditions set by public authorities as well as complying with other legal regulations.

IX. Loss of or damage to items brought

The Customer shall bear the risk of loss or damage to exhibition or personal items brought into the event rooms or Hotel. The Hotel shall not assume any liability for loss, destruction or damage as well as no liability for pecuniary loss, except for grossly negligent or intentional conduct. This does not include any liability for death, personal injury or harm to health. This limitation of liability does not include cases by which custody or bailment represents a contractual duty given the particular circumstance. Except for the cases specified in sentence 4 any agreement regarding custody or bailment must be expressly concluded. Material used for decoration and other items brought to the Hotel by the Customer must comport to the technical requirements for fire prevention and protection as well as other government agency regulations. The Hotel may require that the Customer provide some sort of proof from a government agency therefor. If the Customer does not furnish such proof when requested, the Hotel may remove material already brought onto the premises by the Customer at the Customer's expense. Any assembly or installation of items must be discussed with the Hotel first due to possible damage that may be caused.Items brought into the Hotel either for the event or otherwise are to be removed promptly at the conclusion of the event. Should the Customer fail to do this, the Hotel may remove and store the items at the Customer's expense. If the items remain in the event room, then the Hotel may charge a reasonable fee for the duration of their storage there. The Customer is allowed to proffer evidence that any of the aforementioned claims made by the Hotel have either not been incurred or not incurred in the amount stated by the Hotel.Any items left at the Hotel by any of the persons taking part in the event shall only be sent to them upon request and at the expense and risk of the participant concerned. The Hotel shall store any items found for a period of 3 months, after which time it shall hand them over to the local community lost property office, provided that the items possess some sort of recognisable value.

X. Hotel liability

The Hotel shall be held liable for breaches of its obligations arising out of this Agreement to the extent its conduct does not comport to that of a reasonable prudent businessperson. The Customer shall have no right to assert a claim for damages, unless such claims pertain to death, personal injury or harm to health, and the Hotel is responsible for, or the cause of such breach of these primary obligations. Moreover, this right to assert a claim for damages shall also include claims of loss or damage that are based on an intentional or grossly negligent material breach by the Hotel of its contractual duties or any typical duties, which would arise from the Agreement. The Hotel shall likewise be held liable for any material breaches of contract that are conducted by any of its legal representatives or agents.If any disturbance or defect of the Hotel's contractual performance should occur, then the Hotel upon being notified thereof shall promptly undertake measures to rectify the problem complained of by the Customer. The Customer is obligated to undertake reasonable steps to eliminate a disturbance and mitigate any possible damage or loss. The Customer is also obligated to timely notify the Hotel about the possible emergence of any significant extraordinary loss or damage. If the Customer is furnished a parking space in the Hotel garage or in a car park, no contract for bailment shall be deemed concluded, even if a fee is collected therefor. The Hotel is not obligated to supervise or monitor parking garages or car parks. The Hotel shall not be held liable for the theft or damage to vehicles, or any contents contained therein, which have been parked on any Hotel grounds, except is cases of intentional misconduct or gross negligence. Paragraph No. 1 of this Section above shall apply accordingly. Any loss or damage incurred must be reported to the Hotel immediately.

XI. Statutes of limitations

All claims against the Hotel shall generally be time-barred after one year the Customer knows or should have known about the damage or loss pursuant to the standard Statute of Limitations provision found in section 199(1) of the German Civil Code (BGB). All claims shall be barred after five years from the date of the event establishing the claim, regardless of when knowledge thereof is obtained. The shorter period of limitations shall not affect claims based on an intentional or grossly negligent material breach by the Hotel. XII. Customer liability for damage or loss If the Customer is a merchant, the Customer shall be held liable for damage or loss to buildings or inventory, which are caused by the Customer, participants to the event, visitors, employees or other third parties for which the Customer is responsible. The same shall apply, if the Customer, as a party to the Agreement, is a public legal entity or trade union. The Hotel may request that the Customer furnish a reasonable security deposit (e.g. assurances, cash deposit, surety).

XIII. Final provisions

Amendments and additions to this Agreement, contract acceptance or these General Terms and Conditions of Business for Events must be made in writing in order to be legally valid and enforceable. Unilateral amendments or additions by the Customer shall be void and unenforceable. The place of performance and of payment shall be the Hotel's registered office.In the case of business transactions with merchants, exclusive legal venue in the event of litigation or a dispute shall be the court(s) having jurisdiction where the Hotel has its registered office. This shall also apply for cheque disputes and likewise if the Customer satisfies the conditions contained in section 38(2) of the German Rules of Civil Procedure (ZPO) and is not generally subject to the jurisdiction of the German courts. The law of the Federal Republic of Germany shall be applicable. The United Nations Convention on Contracts for the International Sale of Goods and German conflicts of laws provisions shall not be applicable. Should individual terms or provisions of these General Terms and Conditions of Business for Events be held invalid or unenforceable, this shall not affect the validity and enforceability of the remaining terms and provisions. In such a case the parties shall stipulate to a new term or provision that comes as close as possible to the intent and purpose of the invalid or unenforceable term or provision.