Terms and conditions of KTG Karlsruhe Tourismus GmbH for the provision of tourism services to resellers

1. subject matter of the contract, position of the contracting parties, legal basis, validity of terms and conditions

1.1 These Terms and Conditions apply exclusively to commercial customers and legal entities under private or public law, in particular merchants and entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). They therefore do not apply to contracts with individual consumers or consumer groups within the meaning of Section 13 BGB.

1.2 The contractual performance obligation of Karlsruhe Tourismus GmbH, hereinafter abbreviated to KTG, consists of the provision of the contractually agreed travel services (individual travel services or a package of travel services, hereinafter referred to as "travel packages") to the client (hereinafter abbreviated to "client") or to the participants in its trips or events. KTG's obligation to perform is determined by the contractual agreements and these contractual terms and conditions.

1.3 KTG is the contractual partner directly obliged to provide services to the client, unless KTG is merely the agent for travel services to the client in accordance with Section 9.6 of these contractual provisions or in accordance with the individual contractual agreements.

1.4 The entire legal and contractual relationship between KTG and the Client shall be governed first and foremost by the agreements made in the individual case, then by these contractual terms and conditions and, alternatively, by the provisions of the law on contracts for work and services, Sections 631 et seq. BGB and otherwise exclusively German law shall apply.

1.5 KTG does not have the status of a package tour operator for travel packages. The provisions of §§ 651a-y BGB, Art. 250 - 253 EGBGB and other statutory provisions for package tours and package tour operators do not apply directly or accordingly to the legal and contractual relationship between KTG and the client in accordance with § 651a BGB and the explanatory memorandum to the exemption of package tour operators in the new travel law (see explanatory memorandum in the government draft of § 651a BGB penultimate paragraph). The application of such provisions is excluded in the form of an express choice of law. The same applies to statutory provisions of all member states of the European Union regarding package travel contracts, package tour operators and associated travel services. For this reason, the client is not entitled to name KTG as the company instead of the client in the form for informing the traveler in the case of a package tour in accordance with Section 651d BGB, Art. 250 EGBGB.

1.6 The client's terms and conditions shall not apply. This shall also apply if the Client declares such terms and conditions to be applicable and KTG does not expressly object to such a declaration in individual cases or in general.

1.7 These Terms and Conditions apply in their current version and replace all previous agreements on the provision of services. If no current version is available, the present version shall also apply to all future contracts between KTG and the Client, unless expressly agreed otherwise in individual cases.

1.8 These Terms and Conditions apply exclusively to contracts with commercial customers who market the contractual travel services as tour operators within the framework of package travel contracts or in other forms of activity as the direct contractual partner of their customers. They therefore do not apply to contracts with individual consumers or consumer groups (consumers within the meaning of Section 13 BGB).

2. conclusion of contract

2.1 The client may express his interest in booking the travel services offered by KTG by telephone, e-mail, fax, via the Internet and in writing. This expression of interest is non-binding for the client and KTG and does not constitute a claim to the conclusion of a contract.

2.2 KTG submits a binding contract offer to the Customer in writing, by fax or by e-mail on the basis of the Customer's expression of interest and thus offers the Customer the binding conclusion of the contract on the basis of these contractual terms and conditions, all information and references in the offer and, if applicable, price lists, documents or supplementary information expressly referred to in the offer as the basis for the offer.

2.3 Unless expressly stated otherwise in the offer, the offer can be accepted by email, in writing or by fax.

2.4 KTG shall be bound by its offer for a period of 10 days. If a different period for the acceptance of the offer is expressly stated in the offer, this shall apply. The offer is only binding for KTG until the expiry of the applicable period and can only be accepted by the Client within this period upon receipt of the declaration of acceptance by KTG during normal business hours. KTG is entitled, but not obliged, to accept declarations of acceptance that are received late. In this case, KTG shall inform the Customer immediately of the late receipt and whether it accepts the offer despite the late receipt. The offer can only be accepted by a declaration of acceptance signed by a person authorized to represent the Customer.

2.5 The contract shall become legally binding upon receipt of the client's declaration of acceptance by KTG, without the need for a confirmation of receipt or booking confirmation. As a rule, however, KTG will confirm receipt of the client's declaration of acceptance in text form and at the same time or subsequently send the corresponding invoice for agreed down payments and / or the final payment.

2.6 Insofar as the Client's declaration of acceptance contains extensions, restrictions or other amendments, the contract shall only come into effect if KTG issues a corresponding reconfirmation including these extensions, restrictions or amendments. Otherwise the contract shall not come into effect. The same applies if the client sets conditions in the declaration of acceptance regarding the travel services or the itinerary that were not part of KTG's offer. This includes, in particular, conditions for specific hotels, specific tour guides or routes.

2.7 Insofar as KTG also offers travel services or travel packages for immediate direct booking without a prior written offer, the contract is concluded, in deviation from the above provisions, by the client submitting a binding booking declaration to KTG in writing or by fax (if provided with a corresponding booking form from KTG) and KTG confirming the booking in text form to the client. In this case, the client is bound to his contractual offer for 5 working days from receipt of his booking by KTG. If in this case KTG's booking confirmation differs from the client's booking, this shall constitute a new offer from KTG. The contract is concluded on the basis of this new offer if the client accepts this amended offer by express declaration or by conclusive behavior, in particular by making the down payment or final payment.

3. services and changes to services, third-party brochures, information and assurances

3.1 The services to be provided by KTG consist of the provision of tourist services which are used by the client to construct a package tour planned by him or for other purposes. In the case of contracts concluded on the basis of a written offer from KTG, KTG's obligation to perform is determined by the information on prices and services contained therein in accordance with all information and explanations contained in the offer or in additional documents provided.

3.2 In the case of contracts concluded on the basis of a brochure advertisement or Internet advertising by direct booking by the client and corresponding booking confirmation by KTG (see Section 2.7), KTG's obligation to perform is determined by the brochure advertisement or the information on the Internet in conjunction with KTG's booking confirmation referring to it.

3.3 KTG is expressly not obliged to provide the client with all information that the client requires from KTG regarding the contractual services with regard to the pre-contractual information obligations of the client towards its travel participants in accordance with Art. 250 § 3 EGBGB prior to conclusion of the contract. KTG will forward the information available to KTG to the client once the execution of the trip has been determined.

3.4 In accordance with the provisions of the Legal Advice Act, KTG is not entitled to provide the client with advice on the legal structure of its travel advertisement, the pre-contractual information, the form, the booking form (travel registration), the booking confirmation and the booking process. Accordingly, KTG is not obliged to provide any advice or information in this regard.

4. prices, price increases

4.1 The prices agreed between KTG and the client in the individual case shall apply. If such prices have not been agreed, in particular for additional services and individual services, the prices in KTG's advertising and booking bases that were demonstrably available or accessible to the client when the contract was concluded or otherwise declared applicable or referred to by KTG shall apply. Alternatively, the usual or tax-based remuneration in accordance with § 632 BGB shall be paid.

4.2 KTG may demand price increases if this has been contractually agreed in individual cases. This applies in particular to price agreements in which the agreed price depends on the number of participants, the type and/or scope of the services actually used or the time at which travel services or numbers of participants are specified and defined. The same applies to agreed price increases in the context of a reduction or increase in the number of participants, services or contingents.

4.3 In the event of an increase in VAT on prices for contractually agreed travel services, KTG is entitled to demand a corresponding price increase from the client, provided that KTG proves that it is obliged to pay the increased VAT accordingly.

4.4 In the event of a subsequent change to the price, KTG must inform the Customer immediately after becoming aware of the reason for the change.

4.5 The entitlement to increase prices in accordance with the contractual agreements made in individual cases, in accordance with the above provisions and on the basis of statutory provisions, is independent of whether and to what extent the Client is factually and legally in a position to pass on such price increases to its customers or is obliged to reduce prices. It shall be incumbent upon the Customer to create the possibility of passing on such price increases to its customers by means of appropriate agreements with its customers in accordance with the law and case law.

5. payment, default of payment, place of performance for payments, reminders, default interest, provision of security

5.1 KTG may demand advance payments after conclusion of the contract in accordance with the following provisions:

a) Advance payments are generally only due for payment after conclusion of the contract.

b) The amount, time and due date of advance payments are independent of whether and to what extent the Principal itself can claim corresponding advance payments from its customers.

c) The amount of the down payment and the due date of the down payment shall be determined by the contractual agreements made in the individual case.

d) If no express agreements have been made regarding the amount of the down payment, the down payment shall be 20% of the total price.

e) If the total price increases due to the expansion of services, contingents or numbers of participants or due to other circumstances or contractual agreements that lead to a price increase, the difference between the original down payment amount and the down payment amount calculated from the increased total price shall become due for payment immediately from the time of corresponding legally binding agreements or the occurrence of the conditions for a price increase.

5.2 Further interim payments after the down payment has been made and before the final payment is due shall become due for payment in accordance with the corresponding contractual agreements.

5.3 The final payment is due as contractually agreed. If no special agreement has been made, the final payment is due no later than 30 days before the start of payment.

5.4 Payments must always be made by the expressly agreed method of payment. If no express agreements have been made regarding the method of payment, payments are to be made exclusively by bank transfer.

5.5 The place of performance for any payments shall be the location of the registered office of the bank of the bank account specified by KTG for the payment, with the proviso that the payment obligation is only duly fulfilled if the amount due to this bank is credited to the specified account details in good time.

5.6 Payments, in particular from abroad, are to be made free of charges and fees. Payments in foreign currencies are generally excluded, unless expressly agreed otherwise in individual cases.

5.7 Default of payment shall occur if the due date requirements are met following a reminder, which may also be issued verbally and in electronic text form. Without a reminder, default shall occur if the Client does not make payment within 30 days of the due date and receipt of an invoice or equivalent payment schedule. If the date of receipt of the invoice or payment schedule is uncertain, the Client shall be in default no later than 30 days after the due date and receipt of the consideration.

5.8 In the event of default, the Client shall pay interest on due claims at 9 percentage points above the base interest rate. KTG reserves the right to assert further claims for damages caused by default.

6. contractual obligations of the client; travel advertisement; pre-contractual information

6.1 The Client shall be responsible for complying with all statutory and case law requirements for the forms of activity and marketing to which the contractual services apply. In the case of package tours, this applies in particular to all statutory and case law requirements for package tour operators. The client is aware that the services to be provided by KTG alone or together with other tourist services organized by the client generally result in the client becoming a tour operator vis-à-vis the participant within the meaning of Sections 651a et seq. of the German Civil Code and being liable to its participants in accordance with these provisions.

6.2 In this case, the client is advised of the necessity of personal and property damage liability insurance for tour operators, as well as of the mandatory statutory provisions on customer money protection (§ 651r ff. BGB (German Civil Code) and the relevant information obligations pursuant to Art. 250 et seq. EGBGB). He assures to inform himself independently about these regulations and to observe them as far as relevant.

6.3 The Client shall not refer to KTG as a tour operator or co-tour operator in any way or in any documents vis-à-vis its participants or, in the case of marketing forms that do not constitute a package tour, as a service provider, organizer or co-organizer. In particular, the client shall not mention or designate KTG as the responsible company in the forms. The client shall only make any reference to the contract with KTG and the provision of services by KTG if and only in the form that corresponds to an express prior agreement with KTG.

6.4 Irrespective of any statutory or contractual obligation of its participants to give notice of defects to the Client, the Client is obliged to notify KTG immediately of any defects that occur and to demand remedy.

6.5 If the Customer fails to fulfill one or more of the above obligations, the Customer's warranty and damage compensation claims shall lapse to the extent that KTG would have been willing and able to remedy the situation or any damage incurred would have been excluded or reduced.

7 Cancellation, withdrawal, termination

7.1 Unless otherwise expressly contractually agreed in individual cases, the Client shall have no right to revoke the contract or individual contractual agreements, to terminate or withdraw from the contract. Any rights of withdrawal based on commercial practice are expressly excluded, in particular in the case of contractual agreements on accommodation contingents. Also excluded is the right of termination according to § 649 BGB. The following provisions on extraordinary termination due to defects in KTG's contractual performance or due to unavoidable, extraordinary circumstances remain unaffected by this.

7.2 "Cancellation" within the meaning of the following provisions shall mean both the exercise of a contractually agreed right of withdrawal and any other declaration by the Client regarding the non-acceptance of individual contractual services or the entire contractual services.

7.3 Contractually agreed rights to cancel must always be exercised in writing or by fax, excluding electronic text form (e-mail, Internet), unless otherwise expressly agreed in individual cases.

7.4 For the timeliness of cancellation notices, receipt by KTG during normal business hours shall be decisive; in the case of cancellation notices by telephone, receipt of the cancellation notices in writing or by fax shall be decisive. Service providers, sales representatives or other third parties are not authorized to accept cancellation notices.

7.5 In the event of cancellation or non-acceptance without a declaration to this effect by the Client, KTG shall be entitled to the contractually agreed flat-rate or specifically quantified compensation.

7.6 If such flat-rate or specific compensation has not been agreed in the individual case, KTG shall be entitled to the following compensation, the calculation of which takes into account the expenses usually saved and the usually possible alternative use of the travel services. The compensation shall be calculated as follows according to the time of receipt of the client's declaration of withdrawal:

a) up to 31 days before departure 10%

b) from the 30th to the 21st day before departure 20%.

c) from the 20th to the 12th day before departure 40 %

d) from the 11th to the 3rd day before departure 60%

e) from the 3rd day before departure and in case of no-show 90 %

7.7 In any case where KTG charges the cancellation costs agreed in the individual case or the flat-rate cancellation costs listed above, the client reserves the right to prove to KTG that it has incurred no damage at all or significantly less damage than the flat rate demanded in each case.

7.8 KTG reserves the right to demand higher, specific compensation instead of the above flat rates if KTG proves that it has incurred significantly higher expenses than the applicable flat rate. In this case, KTG is obliged to quantify and substantiate the compensation claimed, taking into account the expenses saved and any other use of the travel services.

7.9 KTG is entitled to withdraw from or terminate the contract in the following cases:

a) If the provision of services becomes impossible for reasons for which it is not responsible.

b) In the event of significant breaches of contract by the client or its participants against the obligations arising from this contract or against the interests of KTG or its vicarious agents.

c) If the down payment or final payment is not received by KTG on time and in accordance with the agreement after a reminder has been sent and a deadline set.

7.10. The client is not entitled to make changes to the travel date, the travel destination, the place of departure, the accommodation or the mode of transport or other circumstances of the travel services and the travel itinerary (rebooking) after conclusion of the contract without express contractual agreement. If a rebooking is nevertheless made at the request of the client, KTG may charge a rebooking fee for each rebooking process.

8. obligations of the client in the event of complaints from travelers; termination due to defects or unavoidable, extraordinary circumstances

8.1 Termination by the client before or after the start of the contract or the trip or travel services due to defects in the travel services is only permitted if the client has notified KTG of the defect and set a reasonable deadline for remedying the defect, unless it is objectively impossible to remedy the defect or KTG itself has refused to remedy the defect.

8.2 If the provision of the contractual services is considerably impeded, jeopardized or impaired as a result of unavoidable, extraordinary circumstances, the following shall apply:

a) In this case, the Client may terminate the contract in accordance with the following provisions.

- The termination must be declared in text form and justified with the circumstances which, in the opinion of the terminating party, justify the termination. If, in the event of termination by the Client, no such invocation of unavoidable, extraordinary circumstances with corresponding justification is made, the Client's declaration shall be treated as an ordinary cancellation subject to a fee; a subsequent invocation of the right to terminate due to unavoidable, extraordinary circumstances is not possible.

- Only such circumstances justify termination due to unavoidable, extraordinary circumstances that have a direct impact on the provision of services by KTG. Accordingly, if the execution of the trip or the provision of the travel services is impeded, jeopardized or impaired by circumstances that lie within the Client's sphere of risk, this does not justify termination due to unavoidable, extraordinary circumstances. This applies in particular to road closures or airspace closures, the breakdown of means of transport or other operational disruptions at the client in the case of transport of its participants organized by the client itself.

- In the event of justified termination due to unavoidable, exceptional circumstances, KTG may charge the client costs amounting to half of the amount that would have been incurred in the event of a chargeable cancellation at the time of receipt of the termination by KTG. KTG reserves the right to claim half of the specific costs to be quantified and documented. In all cases, the client reserves the right to prove to KTG that it has incurred no costs or significantly lower costs than those on which the claim is based.

b) If the contractual services of KTG include the transportation of the client's participants, the client shall bear the full amount of any additional costs for the return transportation of the participants due to unavoidable, extraordinary circumstances during the trip or event.

c) Any other additional costs due to unavoidable, extraordinary circumstances during the trip or the event, in particular additional personnel costs of the client as well as costs of an extended stay of the client's participants at the event/travel location beyond the travel/contractual period of accommodation services shall be borne by the client.

9. limitation of liability

9.1 KTG is not liable for services and parts of services of any kind which - with or without the knowledge of KTG - are offered, organized, carried out and/or made available to its customers by the client in addition to the services of KTG. This includes in particular

a) arrivals and departures to and / or from the place of performance contractually agreed with KTG organized by the client, as well as transportation of the client during the trip

b) events or activities not included in KTG's scope of services before, during and after the trip and at the place of performance.

9.2 In particular, KTG is not liable for the consequences and costs incurred, in particular impairments of the contractual services owed by KTG and the travel process as a whole, which were caused by the course, the handling and in particular any disruptions and cancellations of the travel services, visits, events, meetings or other circumstances organized and carried out by the client himself.

9.3 KTG is not liable for actions and omissions of the client and/or its responsible persons, tour guides, bus drivers or other agents before, during and after the trip, in particular not for actions and omissions not agreed with KTG.

a) Changes to the contractual services;

b) Instructions to local guides; service providers and agencies

c) special agreements with the various service providers as well as information and assurances to its customers.

9.4 Insofar as KTG's warranty and liability towards the client is based on the travel price, only the service price agreed between the client and KTG shall be decisive, without taking into account the margin or surcharges or surcharges of any kind which are included in the travel price or additionally charged by the client.

9.5 Insofar as KTG's warranty and liability are not based on claims of the client's participants against it arising from injury to life, limb or health or insofar as KTG is not guilty of gross negligence or intent in the case of other claims, liability for consequential damages is generally excluded. This also applies in particular to payments by the client to its participants for claims for damages due to uselessly wasted vacation time and with regard to the absence of follow-up bookings by affected participants or participant groups of the client.

9.6 KTG shall not be liable for information on prices and services or for personal injury or damage to property in the case of services of any kind which, according to the relevant information in the brochure description or the offer or the booking confirmation or other documents, are provided exclusively to the client. Any liability on the part of KTG arising from the breach of brokerage obligations remains unaffected by this.

10 Limitation of claims

The following applies to the assertion of claims by the Client against KTG arising from the entire contractual and legal relationship:

10.1 Contractual claims of the client arising from injury to life, limb or health of the owner, managing director, employees or participants of the client, based on an intentional or negligent breach of duty by KTG or a legal representative or vicarious agent of KTG, shall become statute-barred after 3 years. This also applies to claims for compensation for other damages that are based on an intentional or grossly negligent breach of duty by KTG or a legal representative or vicarious agent of KTG.

10.2 All other contractual claims shall lapse after 2 years.

10.3 The limitation period for claims under the above provisions shall commence at the end of the year in which the claim arose and the Client became aware of the facts giving rise to the claim against KTG and of KTG as the defendant or should have become aware of them without gross negligence.

10.4 Provisions on longer or shorter limitation periods in international provisions and agreements as well as in regulations of the European Union applicable to the legal or contractual relationship between KTG and the Customer shall remain unaffected, with the proviso that longer limitation periods contained therein shall apply in favor of the Customer if such longer limitation periods cannot be effectively waived in contracts between companies or merchants.

10.5 If negotiations are pending between the Client and KTG regarding the claim or the circumstances giving rise to the claim, the limitation period shall be suspended until the Client or KTG refuses to continue the negotiations. The limitation period shall commence at the earliest three months after the end of the suspension.

11. special regulations in connection with pandemics (in particular the coronavirus)

11.1 The parties agree that the agreed contractual services shall always be provided by KTG in compliance with and in accordance with the official requirements and conditions applicable at the respective time of performance.

11.2 The parties expressly agree that within the scope of this agreement a right of termination due to force majeure or unreasonable changes to services due to official requirements for the execution of trips is excluded.

11.3 The client agrees to observe appropriate usage regulations or restrictions of KTG or its service providers when using services.

11.4 Any warranty rights of the customer shall remain unaffected by the above provisions.

12. place of jurisdiction

12.1 The exclusive place of jurisdiction for any legal disputes between KTG and the Customer is the location of KTG's principal place of business. This shall not apply insofar as German statutory provisions, international regulations and agreements, as well as European Union regulations applicable to the legal and contractual relationship contain provisions on the place of jurisdiction and the choice of jurisdiction, which cannot be effectively amended or waived even in contracts between entrepreneurs.

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Protected by copyright: TourLaw - Noll | Hütten | Dukic Rechtsanwälte, Munich | Stuttgart 20212024

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provider and contractual partner in the event of a booking:

KTG Karlsruhe Tourismus GmbH

Kaiserstrasse 72 - 74

76133 Karlsruhe

T+49 721 602997-580
F +49 721 602997-900

E-mail: info@karlsruhe-tourismus.de

Managing Director: Pascal Rastetter

Commercial register at AG Mannheim: HRB 719752