General Terms of Business
Wegener Marktforschung, Bunsenstr. 23a, 69115 Heidelberg (hereinafter: Institute) exclusively becomes active on the basis of the following Terms of Business based on the recommendation of the Work Group of German Market and Social Research Institutes (Arbeitskreis Deutscher Markt- und Sozialforschungsinsitute e.v. – ADM).
§ 1 Institute shall exercise its activity in the sense of consultancy services in accordance with the acknowledged rules of the professional group of market and social researchers.
§ 2 Institute shall make quotations to interested parties as a matter of principle in the form of an investigation suggestion, in which the task, the services to be rendered to fulfil it, the time required for the examination and the fees to be paid shall be stated.
The interested party shall receive the suggestion exclusively for a decision on placing a commission for the examination offered. If not expressly agreed otherwise, its contents may only be published partly or totally or forwarded to third parties by mutual agreement.
If Principal is pursuing an objective which is not apparent for Institute with the commission, it shall make reference thereto. Principal shall then disclose its objective in writing.
§ 3 As a matter of principle, the fees stated in the suggestion shall entail all the services quoted in the suggestion by Institute in connection with the implementation of the order.
Institute can demand additional fees for further services required by Principal.
Additional costs not to be put down to Institute and additional costs not foreseeable by Institute upon placement of commission despite due care can be charged separately by Institute if they are connected with a factually justified reason and are clearly recognisable for Principal and are adequately determined. This shall also apply if Principal shall not be answerable for these costs.
Amendments of the volume of the commission after conclusion of the contract shall require an express written agreement between the parties.
§ 4 Exclusivity for certain product fields, objects of investigation or investigation methods cannot be granted by Institute unless it is expressly agreed in writing.
If exclusivity is agreed, its duration and any additional fee to be charged shall be stipulated expressly.
§ 5 Principal shall receive the investigation reports and other documents produced by Institute exclusively for its own use. If not agreed otherwise, their contents may only be published partly or totally or made accessible to third parties with express written mutual agreement. For such a purpose, the investigation reports may also not be copied, printed or stored, processed and propagated in information and documentation systems of any kind. These regulations shall not apply for the results of the investigations themselves (cf. § 6).
If Principal wishes to quote totally or partly from the investigation report, the quotes must be identified as such and Institute stated as the author of the investigation report.
§ 6 If not agreed otherwise in writing, the investigations reports shall only be at the free disposal of the Principal in question.
Principal shall hold Institute harmless from all claims made against Institute because Principal has deliberately or negligently used the results obtained properly in an illicit way (e.g. advertises with them illicitly and/or wrongly).
§ 7 All rights accruing to Institute according to the Copyright Act shall remain with it.
Ownership of the material occurring in the implementation of the order – data media of all kinds, questionnaires, further written documents etc. – and the data obtained shall be with Institute if not agreed otherwise in writing. Anonymity of the people questioned or the test persons may not be endangered by such an agreement.
Copyright of Principal to documents which it has drawn up shall remain unaffected.
§ 8 Involvement of Principal in the investigation and the verification of the implementation and the results of the investigation by Principal shall require specific agreement. In this, Institute shall be obligated to maintain anonymity of the persons questioned or the test persons.
Additional costs incurred thereby shall be borne by Principal.
§ 9 Institute engages to keep investigation documents and data media for a period of one year after delivery of the investigation report insofar as no other agreement has expressly been made in writing.
§ 10 Institute shall be obliged to treat all information given to it by Principal with strict confidentiality and to use it exclusively for the implementation of the commission.
§ 11 Institute shall merely own careful implementation of the investigation. Achievement of certain results of research objective shall not be guaranteed.
Warranty and liability of Institute shall be based on the statutory provisions if not stipulated otherwise hereafter.
If Principal is an entrepreneur, unforeseeable, untypical damage and damage not to be assigned to the sphere of influence and risk of Principal shall not be reimbursed, either in cases of arrears or of bad performance.
Institute shall not be liable for slight negligence. This shall also apply insofar as the conduct simultaneously represents illicit action. This exclusion of liability shall not refer to essential contractual obligations, compliance with which Principal must therefore be able to presuppose. It shall also not apply to damage from injury to life, limb or health.
§ 12 Institute shall not be liable for the consequences of delayed delivery or loss or damage to test material insofar as the delay or the loss/damage is based on circumstances which
a) are outside the operational area of Institute, in particular in the area of Principal, and have not been caused culpably by Institute, in natural catastrophes or such cases of force majeure, in sovereign interventions and in industrial disputes, or
b) which are within the operational area of Institute, but for which Institute is not answerable, in particular in impairments of the sequence of operation due to force majeure, sovereign interventions or industrial disputes.
§ 13 The following provisions shall apply to product tests:
Principal shall be liable for all damage caused by a defect in its product and not caused by Institute. In particular, it shall indemnify Institute against all claims made against Institute or employees of Institute on account of damage caused by a defect in the product to be tested.
Principal shall bear responsibility for the fact that all the necessary chemical, medicinal, pharmaceutical or other examinations / investigations / analyses of the test product have been made. It shall assume responsibility for the fact that the product is suited for the test and, if an investigation (see above) was necessary and has taken place, that no indication that the product can cause any kind of damage has resulted.
Principal shall bear responsibility for the fact that all information prescribed by law or ordinances and / or necessary for the use of the product is supplied to Institute so that it can be forwarded to those participating in the test.
Apart from this, the provisions of the Product Liability Act shall apply.
§ 14 The agreed fees shall serve to finance the implementation of the investigation in question. For this reason, one third of the agreed total fee plus statutory Value Added Tax shall be due upon placement of the order, at the beginning of the investigation work and upon delivery of the results respectively. If the investigation approach or the sum total of the commission make it suitable, a deviating regulation can also be found.
§ 15 Place of performance and (also international) venue shall be the domicile of Institute if the contracting parties are corporations. The law of the Federal Republic of Germany shall apply exclusively for all claims arising from the contract.
§ 16 Amendments and supplements to these terms or the contract shall be in writing and expressly marked as such.
§ 17 If individual provisions of the contract or these Terms of Business are or become ineffective, the validity of the remaining provisions shall not be affected. Ineffective provisions shall be replaced by regulations, the economic success of which comes as close as possible to what was intended by the ineffective provision.
§ 18 These General Terms of Business shall not affect the cooperation between private law market and social research institutes for the fulfilment of commissions.