General Terms and Conditions of Business
1. Validity of the terms and conditions
(1) These General Terms and Conditions of Business (hereinafter referred to as “General Terms and Conditions”) of unikplaces, Philip Gebhardt, Krochmannstr. 18, D- 22299 Hamburg (hereinafter referred to as "unikplaces") apply to all services of unikplaces unless conflicting provisions are agreed between the parties in the respective contract (hereinafter referred to as “Contract”) concluded with the customer (hereinafter referred to as “Customer“).
(2) Any differing, conflicting or supplementary general terms and conditions of business of the Customer will not be recognised by unikplaces unless unikplaces has expressly agreed to their validity in writing.
(3) These General Terms and Conditions apply exclusively to companies within the meaning of section 14 of the German Civil Code (BGB).
2. Conclusion of contract
A contract shall come about when unikplaces accepts in writing an application (“offer”) sent by the Customer or if unikplaces and the Customer sign a written contract. unikplaces shall decide whether to accept an offer on a discretionary basis following receipt.
3. Entry on the website
(1) The subject matter of the Contract is the publication of an entry by the Customer (hereinafter referred to as “Entry”) on the Website operated by unikplaces www.unikplaces.de/.com/.net (hereinafter referred to as “Website”) pursuant to section 3 (2).
(2) Within the scope of the Entry, unikplaces shall publish the following Customer information on the Website for the period agreed in the Contract and on the scope specified therein:
- Property data: Name of the establishment, address of the establishment, category, architect/designer, price range; text fields: brief description, neighbourhood, surroundings and attractions
- Photos: Maximum of 10 photos in total (professionally photographed, informative pictures); at least two each of the inside and outside as well as two of the surroundings.
- Details (restaurant): check boxes: food, drink, sweet and salty, style
- Details (hotel): check boxes: activities, sport, wellness, facilities, themes
4. Extra advertising
(1) In addition to the Entry the Customer can publish extra advertising pursuant to section 4 (2) on the Website after conclusion of the corresponding Contract.
(2) unikplaces shall publish the Customer’s extra advertising on the Website for the period agreed in the Contract and in the scope specified therein against payment of the fee stipulated in the unikplaces price list (hereinafter referred to as “Price List”) in the version chosen by the Customer: The Customer can choose from the following versions:
- commercial big (main page)
- commercial small (at the right site)
- news (special offers: link to your profile)
- newsletter (photos and text)
5. Obligations of the Customer
(1) The Customer shall send to unikplaces the information specified in sections 3 and 4 to the extent of the chosen contract and remuneration model as data in the template file provided by unikplaces. The data specified within the scope of the Entry must be complete and truthful.
(2) The Customer is personally responsible for the contents it posts on the Website. The Customer shall ensure that the information published on the Website is up to date. unikplaces accepts no responsibility for the accuracy, completeness or quality of contents posted by the Customer on the Website.
(3) The Customer shall undertake not to infringe any applicable German legal provisions, especially not competition, trademark or copyright provisions and/or personal rights of third parties, within the context of using the Website.
(4) The Customer shall undertake not to provide contents for publication on the Website that are untrue, offensive, degrading or slanderous and/or which contain pornographic, obscene, violence-glorifying or racist contents.
(5) By sending the information, the Customer agrees to publication of the information on the Website.
6. Remuneration, payment
(1) The size of the remuneration for the Entry is laid down in the Contract between the Customer and unikplaces. Unless otherwise agreed in writing, the current unikplaces Price List upon conclusion of the Contract applies.
(2) Unless otherwise contractually agreed, one-off remuneration is due for payment within 14 days from the invoice date.
7. Release clause
The Customer shall release unikplaces from all claims which third parties assert against unikplaces due to the breach of their rights as a result of contents posted on the Website by the Customer or due to it its other use of the Website. The Customer shall in this connection also undertake to bear the necessary legal defence costs of unikplaces, including any court and lawyer’s fees, if it is responsible for the legal infringement.
(1) unikplaces is not liable for any slightly negligent breach of non-essential contractual obligations. In the event of a slightly negligent breach of an essential contractual obligation the liability of unikplaces shall be limited to the contractually typical, foreseeable damage depending on the type of goods or service. Essential contractual obligations are obligations, the fulfilment of which allows the contract to even be duly implemented at all and on the observation of which the contracting party can regularly rely.
(2) The liability restrictions do not relate to claims of the Customer arising from product liability. Furthermore, the liability restrictions do not apply in case of physical
injury or damage to health attributable to unikplaces or loss of life or in the event that damage is due to the lack of a guaranteed quality or any other non-fulfilment of a guarantee.
(3) The aforementioned liability restrictions apply to all claims for damages irrespective of their legal basis, especially also to liability based on pre-, collateral and extra-contractual claims.
(4) Insofar as the liability of unikplaces is excluded or limited, this also applies to its staff members, employees or other vicarious agents.
9. Force majeure
In the event of force majeure or other extraordinary circumstances for which unikplaces is not to blame and over which it has no control, which prevent unikplaces from rendering the service at the agreed time, the corresponding date shall be deferred by the duration of the performance disruptions caused by these circumstances.
10. Term, termination
(1) For the contract option “1-year contract”, the contractual term is one year. The contractual term shall be extended for by one year if the contract is not terminated by the customer at the latest eight weeks before the end of the current contractual period. Unikplaces can delete the Customer’s Entry from the Website at any time without giving reasons.
(2) The option of termination without notice for good cause is not affected. Good cause especially exists for unikplaces if
- insolvency proceedings are instituted with respect to the Customer’s assets or institution of insolvency proceedings is rejected due to a lack of assets;
- the Customer negligently breaches the provisions of clause 5 and unikplaces fails to cease the infringement after receiving a warning;
(3) In the cases of termination pursuant to clause 10 (1) or (2) unikplaces is entitled to delete the Entry from the Website.
(4) Any termination must be in writing.
11. Blocking, deletion of offers
(1) In the event of a breach of these General Terms and Conditions, legal provisions or the rights of third parties, unikplaces is entitled to permanently delete contents published by the Customer on the Website or block them temporarily.
(2) In the event of payment default by the Customer unikplaces is entitled to withhold its own performance and block the corresponding Entry as well as any of the Customer’s extra advertising until payment has been received in full so that they are no longer published on the Website.
12. Offset, right of retention
(1) The Customer is only entitled to offset if the counterclaims have been finally established in law or are undisputed.
(2) The Customer may only assert a right of retention based on undisputed claims or claims which have been finally established in law which are based on the same contractual relationship.
12. Performance by third parties
unikplaces may also employ sufficiently qualified third parties to perform its tasks and fulfil its obligations.
13. Data protection
unikplaces shall undertake to comply with the statutory data protection provisions, especially the German Federal Data Protection Act (BDSG) and the German Telemedia Act TMG, and collect, process and utilise the personal data entrusted to it in compliance with the statutory data protection provisions.
14. Right to own advertising
(1) The Customer shall grant unikplaces the right to use the Customer’s company name and company logo as well as any contents provided by the Customer via the Website for the purpose of its own advertising on the Website, Facebook, Twitter and Instagram as well as on advertising materials (e.g. newsletters, flyers) of unikplaces and for product presentations and at trade fairs.
(2) The Customer shall grant unikplaces all the rights of use under copyright law which are required for the use described in clause 14 (1), especially the right of publication, duplication, distribution, exhibition, provision of public access, broadcast, presentation and processing. All the aforementioned rights shall be transferred as simple, non-exclusive rights worldwide, with no time restrictions and content-wise on the scale required for implementation of the use described in section 14. (1).
15. Changes to the General Terms and Conditions
unikplaces may amend these General Terms and Conditions at any time without giving reasons. In the event of such an amendment unikplaces shall send the Customer the amended version of the General Terms and Conditions by email. If the Customer does not object to these amended Terms and Conditions within one month, the effect of which shall be expressly pointed out to it, the amended General Terms and Conditions shall be deemed to have been accepted by the Customer.
16. Other provisions
(1) The law of the Federal Republic of Germany shall apply to these General Terms and Conditions and the Contract to the exclusion of the UN Sales Convention.
(2) Any subsequent amendments or additions to these General Terms and Conditions or the Contract must be in writing. This also applies to any waiver of the written form requirement.
(3) The registered office of unikplaces shall be agreed as the sole place of jurisdiction with respect to merchants, legal entities under public law as well as special assets under public law.
(4) Should one of the provisions of these General Terms and Conditions be or become invalid, the validity of the remainder of these General Terms and Conditions shall not be affected thereby.