1 Scope
(1) Natural language solutions GmbH (“NLS”) offers corporate clients the opportunity to have their staff undergo further professional training, while private clients are offered the opportunity for personal development. Corporate and private clients are referred to hereinafter as “Clients”. These training and development opportunities take the form of workshops (“Workshops”) and extended learning measures which are divided into a varying number of units over a specific period (“Courses”) . The following General Terms and Conditions shall apply to all business transactions between NLS and the Client and shall supplement the terms and conditions of the individual booking arranged with the Client.
(2) Divergent, conflicting or supplementary terms and conditions proposed by the Client shall not become part of the contract unless NLS expressly acknowledges their applicability in writing. These General Terms and Conditions shall also apply if NLS renders services without reservation despite being cognisant of any conflicting or divergent terms proposed by the Client.
(3) Agreements made between the contracting parties in individual cases (collateral agreements, supplements and amendments) shall in any case take precedence over these Terms and Conditions.
2 Conclusion of contract
(1) Presentations made available by NLS on the website or in other electronic or print media do not constitute offers to conclude a contract; they are merely invitations to the Client to submit an offer.
(2) The Client shall be deemed to have submitted an offer to book a course or a workshop when, if placing an order online, they go through the online order process and then send the order by activating the button “Place order against payment” or, if placing an order by any other means, they send the order to NLS in writing (e.g. by letter) or in text form (e.g. as an e-mail).
(3) After sending an online order, the Client shall receive an order confirmation in the form of an e-mail sent to the e-mail address provided. This order confirmation shall constitute NLS’ acceptance of the offer. In all other cases, the Client will receive an order confirmation in writing (e.g. by letter) or in text form (e.g. by e-mail) which is sent to the address specified in the booking request. The contract that comes into being shall have the content specified in the order/booking request, the order confirmation (“Individual Booking”) and in these General Terms and Conditions.
3 Venue
(1) The courses and workshops booked shall take place on the Client’s premises except in cases where delivery at an external venue, on the private premises of Natural language solutions GmbH, or in virtual format has been agreed in the Individual Booking.
(2) If the courses and workshops are to be delivered on the Client’s premises or, at the Client’s request, on external premises, the Client shall ensure that suitable rooms are available on each of the course and workshop dates. The rooms shall be equipped in such a way that a pleasant, professional working atmosphere is guaranteed in accordance with the number of participants; the room size, number of workstations, lighting and fresh air supply must all be commensurate to the situation. If suitable rooms are not available on the Client’s premises, or if they will not be available for the entire duration of the learning measure, or in doubtful cases, the Client shall notify NLS thereof on making the booking or at the earliest possible time.
(3) If the measure is to be delivered virtually, the Client shall ensure that the technical equipment (software and hardware) to be used by the course or workshop participants (“Participants”) is in impeccable working order.
4 Organisation of the learning measure and group formation
(1) The language and intensive courses shall be developed and structured by NLS on the basis of the placement tests taken by the Participants and the learning goals individually defined with the Client’s designated contact and the respective Participant.
(2) In the case of communication workshops, the needs analysis shall be conducted in accordance with the Client’s specifications. The Client shall undertake to warrant the Participants’ linguistic comprehension.
(3) NLS shall designate a course coordinator to deal with organisational matters. The Client shall notify this course coordinator of any difficulties, obstacles or other circumstances of vital importance to the execution of the contract without delay.
5 Remuneration and payment method
(1) The remuneration to be paid by the Client shall be fixed in the respective Individual Bookings. The remuneration for courses shall be paid in instalments following the receipt of an invoice from NLS; the first instalment shall become due when the course commences. The amount and due date of each instalment shall be set out in the Individual Booking. In the case of workshops, NLS shall invoice the Client after the delivery of the workshop.
(2) The remuneration shall be paid (without deducting transfer costs and/or similar costs) within 14 (fourteen) days of the invoice date.
(3) All prices quoted to private clients by NLS are final gross prices and contain the applicable statutory VAT. The prices presented to corporate clients are net prices which do not include any applicable statutory VAT.
6 Compensation for expenses and travel time
(1) In addition to the remuneration described in Section 5, NLS shall be reimbursed for the following travel expenses:
- Reimbursement of costs for public transport/rail ticket (NLS instructor: 2nd class, head instructor Katrien Wayenberg: 1st class) / taxi journeys (short distances) and parking fees as per receipt.
- Fixed kilometre price (€0.45/km). Here the travel distance is defined as the journey from the NLS offices/the instructor’s residence to the course venue and back.
- Flights: economy class tickets shall be booked for flights lasting less than four hours, while business class tickets shall be booked for flights in excess of four hours.
(2) Travel times shall be compensated as follows:
The amount of compensation shall be calculated according to the time required to travel from the instructor’s residence and back (door to door):
- Up to 1.5 hours’ total travel time on the day of the event: no compensation
- 5 to 2.5 hours’ total travel time on the day of the event or on a different arrival or departure date: flat rate of €150.00
- 5 to 4 hours’ total travel time on the day of the event or on a different arrival or departure date: €450.00
- More than 4 hours’ total travel time on the day of the event or on a different arrival or departure date: €790.00
(3) The Client shall pay all the costs incurred in connection with necessary overnight stays in appropriate business hotels. Please note that higher accommodation costs may be unavoidable at times of major events, trade fairs or strikes.
7 Changes to the delivery of the learning measure
(1) Courses
1a) Course changes for which the Client is responsible
1. The following changes are of vital importance to the delivery of the course and must be communicated to NLS without delay:
- Client requests for changes to the content and language of the learning measure
- Changes to the number of participants that cause the maximum participant number to be exceeded and/or that necessitate a change in format (e.g. a one-to-one course becomes a group course)
- Changes to the dates and times fixed for the individual classes
- Changes to the venue that affect the travel expenses payable for the journey
- Changes to the venue that make an additional overnight stay necessary
The above-mentioned changes constitute significant amendments to the scope of the contractually agreed services. The Client is therefore not entitled to corresponding adjustments to the content of the contract. However, NLS shall endeavour to make reasonable changes if so requested by the Client. Changes shall only be deemed binding when NLS confirms them in writing or in text form vis-à-vis the Client.
2. Cancellation of individual course sessions:
(a) Individual classes that are cancelled more than 48 (forty-eight) hours beforehand shall be invoiced. However, the Client shall have the option of making up these cancelled classes within the 2 (two) months immediately following the series of classes booked. Such substitute classes must be agreed with NLS. The Client may cancel no more than 20 (twenty) % of the classes booked. If no substitute class is held within 2 (two) months, or if more than 20 (twenty) % of classes are cancelled by the Client, the Client’s right to make up these classes shall expire without substitution and the remaining classes will be invoiced by NLS.
(b) Full payment will be requested for individual classes that are cancelled less than 48 (forty-eight) hours before the date and time specified in the booking confirmation. These classes will not be delivered at a later time.
(c) The cancellation time shall be calculated on the basis of workdays (Mondays to Fridays). Saturdays, Sundays and public holidays shall not be taken into account. The 48-hour deadline shall be understood to have been complied with if, for example, a class that was to take place at 12 noon on Wednesday is cancelled at least 48 hours beforehand, i.e. by no later than 12 noon on Monday. A class scheduled for Monday at 12 noon must be cancelled by Thursday at 12 noon if it is not to be invoiced.
3. Cancellation of courses:
(a) Cancellations must be made in writing or in text form.
(b) In the event of courses being cancelled more than 30 (thirty) days before the starting date specified in the booking confirmation, the Client’s obligation to pay for the measures shall be waived.
(c) In the event of courses being cancelled in writing between 14 (fourteen) and 30 (thirty) days before the starting date specified in the booking confirmation, the amount payable shall be reduced to 50 percent of the amount agreed in the offer.
(d) In the event of courses being cancelled in writing less than 14 (fourteen) days before the starting date specified in the booking confirmation, an invoice for the full amount shall be issued.
4. Termination of a learning measure while in progress:
If a measure offered by NLS according to the contract is terminated while it is in progress, the remuneration payable shall be invoiced in full. The Client shall forfeit their entitlement to the units of instruction that have not yet been delivered.
(1b) Changes to times or speakers/instructors
1. NLS is entitled to cancel course dates should compelling reasons exist for doing so, particularly in cases of force majeure or if the instructor suddenly falls ill. In the rare case of a class having to be cancelled, NLS shall promptly offer an alternative date that is reasonable for the customer.
2. NLS reserves the right to substitute the instructor for another, equally qualified instructor should there be compelling grounds for doing so, particularly in the event of the instructor falling ill.
(2)Workshops
(2a) Changes for which the Client is responsible
1. The following changes are of vital importance to the delivery of the workshops and must be communicated to NLS without delay:
- Client requests for changes to the content and language of the learning measure
- Changes to the number of participants that cause the maximum participant number to be exceeded and/or that necessitate a change in format (e.g. a one-to-one workshop becomes a group workshop)
- Changes to the date and time fixed for the workshop
- Changes to the venue that affect the travel expenses payable for the journey
- Changes to the venue that make an additional overnight stay necessary.
The above-mentioned changes constitute significant amendments to the scope of the contractually agreed services. The Client is therefore not entitled to corresponding adjustments to the content of the contract. However, NLS shall endeavour to make reasonable changes if so requested by the Client. Changes shall only be deemed binding when NLS confirms them in writing or in text form vis-à-vis the Client.
2. Cancellation of workshops:
In the event of a booking being cancelled, the following cancellation fees shall apply:
(a) From the order confirmation date until 30 days prior to the commencement of the workshop: 25% of the booking total
(b) From 29 days until 15 days prior to the commencement of the workshop: 50% of the booking total
(c) From 14 days until 7 days prior to the commencement of the workshop: 75% of the booking total
3. Termination of a workshop while in progress:
If a workshop offered by NLS according to the contract is terminated while it is in progress, the booking total shall be invoiced in full.
4. NLS shall bill the Client for travel and/or accommodation expenses incurred by NLS due to any change requested by the Client.
(2b) Changes to times/instructors
1. NLS is entitled to cancel workshop dates should compelling reasons exist for doing so, particularly in cases of force majeure or if the instructor suddenly falls ill. In the rare case of a workshop having to be cancelled, NLS shall promptly offer an alternative date that is reasonable for the customer.
2. NLS reserves the right to substitute the instructor for another, equally qualified instructor should compelling grounds exist for doing so, particularly in the event of the instructor falling ill.
8 Liability
(1) NLS shall only be liable for damages vis-à-vis the Client in cases of intent and gross negligence. Furthermore, NLS shall be liable for negligent breaches of essential contractual obligations (cardinal obligations), i.e. for breaches that jeopardise the achievement of the contract’s purpose and that pertain to obligations which the contractual partner can ordinarily expect to be fulfilled. However, in the event of negligent breaches of cardinal obligations, NLS shall only be liable for foreseeable damages typical of such a contract.
(2) The liability limitations set out above shall not apply in cases of injury to life, limb and health. The Client’s liability pursuant to the Product Liability Act shall remain unaffected. Any exclusion or limitation of NLS’ liability shall also apply to the personal liability of NLS’ legal representatives, employees and other vicarious agents.
9 Communications, Cancellations
- All communications and information relevant to the contract shall be sent to NLS in writing or in text form at the following address:
Natural language solutions GmbH
Aronstabweg 2,
D-30559 Hanover, Germany
E-Mail: katrien.wayenberg@natural-language.de
- All contracts concluded with NLS can be terminated in writing or in text form.
10 Right of withdrawal, mandatory information for consumers
Clients who are consumers have a right of withdrawal in accordance with the information on the right of withdrawal set out below if you only use means of distance communication (e.g. letters, telephone, Internet, fax, text messages) to make the Individual Booking.
Consumer means any natural person who enters into a legal transaction for purposes that are outside of their trade, business or profession (Section 13 of the German Civil Code (BGB)).
Information on the right of withdrawal
Right of withdrawal
You have the right to withdraw from this contract within fourteen days without providing any reasons.
The withdrawal period is fourteen days as of the day when the contract is concluded. To exercise your right of withdrawal, you must inform us (Natural language solutions GmbH, Aronstabweg 2, 30559 Hanover, telephone: +49 (0) 511-54564510, e-mail: info@natural-language.de) of your decision to withdraw from this contract by an unequivocal statement (e.g. a letter sent by post, fax or e-mail). You may use the enclosed withdrawal form, but are not obliged to do so.
The withdrawal period shall be deemed complied with if the notification regarding your exercise of the right of withdrawal is sent before the expiry of the withdrawal period.
Consequences of withdrawal
If you withdraw from this contract, we must refund all payments received from you, including delivery costs (except for the additional cost incurred in cases where you selected a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and within fourteen days of the date of receipt of the notification of your withdrawal from this contract. For this refund we will use the same method of payment you used in the original transaction, unless expressly otherwise agreed between us; you will not be charged any fees in connection with this refund under any circumstances.
Where you asked us to start the performance of the services during the withdrawal period, you must pay us an appropriate amount which reflects that portion of the services that was provided until the time when you notified us of your exercise of the right of withdrawal with respect to this contract, compared to the total scope of the services specified in the contract.
End of the information on the right of withdrawal
Template withdrawal form
If you would like to withdraw from the contract, please complete this form and send it to us by e-mail (info@natural-language.de) or by post to the following address:
Natural language solutions GmbH
Aronstabweg 2
30559 Hannover
Germany
- I/we hereby revoke the contract concluded by me/us for the provision of the following service:
_______________________________________________ - Ordered on: ______________/received on: _________________
- Name of consumer(s)
- Address of consumer(s)
- Signature of consumer(s) (only if notification is on paper)
- Datum
In the context of our website, we have a duty to inform you about the online dispute resolution platform (“ODR Platform”) provided by the European Union. This ODR platform is available at: https://webgate.ec.europa.eu/odr. However, we do not participate in dispute resolution procedures before consumer conciliation bodies.
11 Information on data processing
(1) NLS collects Client data in order to fulfil contracts. In doing so, NLS pays particular attention to the regulations in the Federal Data Protection Act and the Telemedia Act. NLS shall only collect, process or use Client data insofar as this is necessary to conclude and fulfil the contract. Otherwise, the Client is referred to the privacy policy of NLS, which can be accessed in printable format at any time on the NLS website by clicking on the “Privacy” button.
(2) When fulfilling the contract, NLS may obtain access to the Client’s business and company secrets and to personal data relating to the Client’s employees, clients or business partners. NLS shall treat such confidential information and personal data with the utmost care and secrecy, shall only use the data to fulfil the contract in compliance with the instructions issued by the Client, and shall refrain from making it accessible to third parties in any way, either partly or in full. The same shall apply to subcontractors and third parties engaged by NLS.