vivenu

General terms and conditions of

Gahrens + Battermann GmbH & Co. KG

  1. 1. General

    1. These Terms and Conditions form part of the contract between Gahrens + Battermann GmbH & Co. KG, Lustheide 77, 51427 Bergisch Gladbach, DE (hereinafter "Organizer") and the purchaser (hereinafter "End Customer") of access rights, participation rights, admission rights, visitation rights or reservations and coupons for the foregoing or similar or related rights (hereinafter "Tickets") or other products or services (such as merchandise) (together “Offers”), which the Organizer may provide using technology platforms, software and services operated by vivenu. “End Customer,” as that term is used herein, includes also individuals and legal entities who have not purchased Tickets or other Offers directly from the Organizer, but are entitled to participate in an event (such as through resale of Tickets, where permitted).

    2. All communication with the Organizer regarding Tickets and Offers should be addressed to: Gahrens + Battermann GmbH & Co. KG, Lustheide 77, 51427 Bergisch Gladbach, DE

    3. The Organizer hereby informs the End Customer that vivenu GmbH (hereinafter "vivenu") together with its affiliated companies, is a provider of technology platforms, software and services (hereinafter "vivenu Services"), which are used by the Organizer to sell Tickets and provide Offers for artistic, cultural, athletic or other events, theater plays, concerts, meetings, seminars, leisure and other events, museums, historic sites, cinematic exhibitions, operas, lectures, conferences, continuing educational events, educational courses and other events and performances (whether physical or virtual) (hereinafter, each an "Event") and to sell Tickets, market other offers and process transactions related to Events to End Customers. vivenu is a technology platform provider to the Organizer under license. vivenu is not a ticket broker and is not the organizer of any Event.

  2. 2. Contract

    1. There is no contract between vivenu and the End Customer. Upon the successful completion of a purchase transaction between the Organizer and the End Customer using the vivenu Services, a contract will exist between the Organizer and the End Customer only, notwithstanding the fact that Tickets or Offers may contain statements such as "powered by vivenu" or similar designations, and notwithstanding that the Organizer advertises, offers and/or distributes the Tickets or Offers via the domains and sub-domains of vivenu (e.g., vivenu.com). No purchase, services or other agreement is concluded between the End Customer and vivenu.

    2. The End Customer acknowledges that the Organizer may make the sale of Tickets and other Offers subject to the acceptance of further conditions, data protection declarations, instructions for cancellation and other contractual components by the End Customer and other restrictions (such as maximum number of Tickets for an Event). The Organizer or vivenu (on behalf of the Organizer) shall be entitled to refuse or reject the conclusion of purchase transactions with the End Customer for any legal reason.

    3. The End Customer acknowledges that the total purchase price of Tickets and Offers shall be determined or modified solely by the Organizer or third parties who sell to or through the Organizer. The total purchase price may exceed the ticket price indicated on a Ticket or in the Organizer’s ticket storefront. The calculation of the total purchase price shall be based on the indicated ticket price with the addition of any markup, fees, surcharges and taxes. The End Customer shall be notified of the total purchase price to be paid by the End Customer before the completion of the purchase transaction. Payment of the total purchase price can only be made by the payment methods provided by the Organizer or vivenu (on behalf of the Organizer).

    4. The contract between the Organizer and the End Customer for the purchase and sale of Tickets or Offers shall deemed completed only when the Organizer or vivenu (on behalf of the Organizer) has confirmed the transaction with the End Customer (e.g., by providing the transaction confirmation or by the assignment and subsequent transfer of a Ticket with the corresponding ticket ID). The completion of the ordering process, without such confirmation, such does not constitute a binding contract and does not entitle the End Customer to participate in an Event.

    5. If Ticket quotas (both the total quota for the Event and the quotas of individual categories of Tickets) have been exceeded due to technical issues, the Organizer or vivenu (on behalf of the Organizer) shall notify the End Customer. The Organizer or vivenu (on behalf of the Organizer) may revoke the corresponding Tickets with repayment of the corresponding total purchase price.

  3. 3. Form of Tickets

    1. Unless otherwise agreed by the End Customer and the Organizer or vivenu (on behalf of the Organizer), the End Customer will receive an automated email message from vivenu (on behalf of the Organizer) to confirm the order and an additional email message with a link to the Tickets purchased for the corresponding Event. The form of the Tickets provided will depend on the method of admission entry utilized by the Organizer for a particular Event and will be communicated to the End Customer (such as by downloading and printing the Ticket, digital wallet or other options). To participate in an Event, the Ticket must be presented in the form provided. Presentation of the email for the order confirmation alone (without providing the Ticket in the correct form) does not entitle the End Customer to participate in an Event.

    2. If the Organizer provides such option, the End Customer has the ability to order Tickets in printed form and shipped to the End Customer for an additional fee (hereinafter "Printed Tickets").

    3. The End Customer is required to verify that the purchased Tickets are correct in terms of quantity, price, date, event, venue and other essential details. Any complaint about incorrect Tickets must be reported to the Organizer or vivenu (on behalf of the Organizer) promptly after the purchase, and in no event later than five business days following the End Customer’s becoming aware of the issue that is the subject of the complaint.

    4. The transfer of ownership of Tickets or related rights to the End Customer shall only occur upon the full payment of the total purchase price and the settlement of all outstanding claims for payment from the End Customer to the Organizer.

    5. The End Customer must provide truthful, complete and correct information as part of the purchase transaction. The Organizer or vivenu (on behalf of the Organizer) shall be authorized to verify the information provided by the End Customer using appropriate legal means (such as credit reports when properly authorized).

  4. 4. Rights and Obligations

    1. The Organizer or vivenu (on behalf of the Organizer) shall communicate all relevant requirements regarding an Event, Tickets or other Offer (such as the scope or content, place, time, organizer, price, fees and taxes, requirements and restrictions on participation, access controls, form of Tickets to be presented, accessibility, venue plan, house rules and other codes of conduct for the respective venue and other restrictions or essential information that could reasonably affect the End Customer’s decision to purchase).

    2. The End Customer hereby acknowledges and agrees to such requirements, which are part of the contract between the Organizer and the End Customer.

    3. It is the sole responsibility of the End Customer to verify his or her capability and/or willingness to meet the requirements communicated by the Organizer. The Organizer may refuse or terminate the participation of an End Customer in an Event upon non-compliance with such requirements.

    4. If the Organizer or vivenu (on behalf of the Organizer) reasonably suspects abuse or legal violations (including legal violations of these General Terms and Conditions or other applicable terms of the contract between the Organizer and the End Customer), such as through fraudulent, illegal or breach of disloyal activities or of corresponding circumvention or attempts to circumvent such provisions and conditions, the Organizer or vivenu (on behalf of the Organizer) may revoke the validity of a Ticket without compensation before or during an Event and deny the End Customer the right to participate in an Event or remove the End Customer from the Event.

    5. If Tickets are damaged, lost or stolen, the End Customer must notify the Organizer and vivenu without delay. If the End Customer loses a Ticket, the Organizer or vivenu shall not be obligated to provide a replacement.

    6. Unless otherwise agreed, the validity of a Ticket shall be restricted to the respective Event (in particular, in terms of time and place) and, if necessary, the respective seat or seat unit or the corresponding ticket category. The Ticket shall become invalid once the Event has ended.

    7. The End Customer acknowledges that vivenu has no obligation to instruct, verify or supervise the Organizer regarding its obligations to End Customers for Tickets, Events and other Offers made by the Organizer, which are offered and processed via vivenu Services. The Organizer is solely responsible for the communication, publications and information, and vivenu does not bear responsibility in that regard. vivenu has no obligation to instruct, audit or supervise the Organizer in relation to its obligations towards End Customers. Further, vivenu has no obligation to check the timeliness, correctness or completeness of the Organizer’s published communication and information. This applies even if employees of vivenu act on behalf of the Organizer or if the Organizer uses contractual documents and templates provided by vivenu.

    8. Furthermore, the End Customer acknowledges that vivenu does not guarantee uninterrupted accessibility and usability of the vivenu Services. vivenu does not bear any liability for delays or errors in the transmission, storage failures and associated limitations of the vivenu Services. During maintenance work there may be temporary disruptions of the web site and/or individual vivenu Services.

  5. 5. Transfer of Tickets

    1. Tickets may be transferred. To re-assign/personalize Tickets or any related identification information, please contact the Organizer. A processing fee may apply to this service.

  6. 6. Revocation, Cancellation, Refund, Return and Exchange of Tickets

    1. In Case of no significant Changes, Postponement or Cancellation of the Event

      1. There are no rights of revocation, return, cancellation or exchange of Tickets for Events, except were otherwise provided by applicable law, or permitted in the sole discretion of the Organizer. Subject to the foregoing, any purchase of Tickets is binding immediately upon completion of the purchase transaction (i.e., confirmation from the Organizer that the purchase has been completed) and cannot be cancelled.

    2. In Case of significant Changes, Postponement or Cancellation of the Event

      1. In the event of significant modification, postponement or cancellation of an Event due to circumstances for which the Organizer is not responsible, the End Customer shall be entitled to return the Tickets and shall be entitled to a refund for the price of the Ticket less any processing fees.

      2. vivenu shall process the exchange or refund on behalf of the Organizer. The refund will be made to the End Customer using a payment method selected by vivenu (on behalf of the Organizer).

      3. A modification shall be considered significant if the modified Event is fundamentally different from the Event that the Ticket purchaser reasonably expected.

  7. 7. Liability

    1. Except where otherwise provided by nonwaivable provisions of applicable law (e.g. in cases of breach of material contractual obligations, injury to life, body or health), the Organizer shall be liable only for intentional misconduct and gross negligence. Except where otherwise provided by nonwaivable provisions of applicable law, liability fora slightly negligent breach of material contractual obligations shall be limited in amount to the transaction value related to the transaction giving rise to the liability. Subject to the foregoing limitations, the Organizer shall not be liable for damages due to force majeure or violations of obligations by third parties.

    2. To the extent that the Organizer’s liability is excluded or limited herein, the foregoing limitation of liability shall also apply to the personal liability of the Organizer’s legal representatives and agents as well as any representatives acting for the Organizer with regard to the End Customer, including without limitation vivenu and its affiliates, each of which representatives and agents is an intended third party beneficiary of the contract between the Organizer and the End Customer, with the power to enforce the contract as if a party hereto.

    3. The End Customer hereby acknowledges and agrees that: Except as provided to the contrary by nonwaivable provisions of applicable law, vivenu shall have no liability to the End Customer when acting on behalf of the Organizer as an agent or otherwise. vivenu shall not be liable for damages caused by force majeure or breach of duty by third parties.

    4. To the extent that vivenu’s liability is excluded or limited, this disclaimer or limitation of liability shall also apply to the personal liability of vivenu's legal representatives and vicarious agents as well as any representatives acting for vivenu with regard to the End Customer. Not in limitation of the foregoing, vivenu shall not be liable for damages resulting from an Event’s failure, cancellation, modification, relocation or defect or the Organizer’s insolvency or loss or delayed arrival or defects in Printed Tickets as well as limitations in vivenu Services.

  8. 8. Miscellaneous Provisions

    1. These General Terms and Conditions shall take precedence over any provisions to the contrary in the contractual relationship between the Organizer and the End Customer.

    2. The laws of the state of the incorporation of the Organizer shall apply, and the United Nations Convention on the International Sale of Goods (hereinafter “CISG”) shall not apply. This shall not affect statutory provisions restricting the choice of law and the applicability of mandatory provisions.

    3. Insofar as the End Customer is not a Consumer, the exclusive place of jurisdiction for all disputes between (i) the End Customer and the Organizer shall be the registered office of the Organizer and (ii) between the End Customer and vivenu shall be Düsseldorf, Germany.

    4. The End Customer shall be deemed to be a “Consumer” insofar as the purpose of the ordered deliveries and services is not attributed to his commercial or self-employed professional activity. Any natural person or legal entity as well as partnership with legal capacity acting in its commercial or self-employed professional activity when concluding the contract shall not be deemed a Consumer. Furthermore, the End Customer shall not be deemed a Consumer when purchasing services in connection with leisure activities if the contract provides for a specific date or period of time for the provision.

    5. The following clauses apply to End Customers with their registered office, place of residence in the European Union:

      • The End Customer warrants that he has full legal capacity or the necessary powers of representation to conclude this contract.

      • The European Commission provides an internet platform for online dispute resolution at https://ec.europa.eu/consumers/odr(opens in a new tab). The Organizer and vivenu are not willing or obligated to participate in dispute resolution proceedings before a consumer arbitration board.

    6. The following clauses apply to End Customers with their registered office, place of residence in the United States:

      • For any proceeding in the United States, the Parties hereby irrevocably waive the right to trial by jury.

      • BY ACCESSING ANY PORTION OF THE SITE OR THE MOBILE APPLICATION, OR BY USING THE VIVENU SERVICES, YOU AFFIRM THAT YOU ARE A RESIDENT OR CITIZEN OF THE UNITED STATES, YOU ARE AT LEAST 18 YEARS OF AGE, AND YOU AGREE TO THESE TERMS AND CONDITIONS. IF YOU ARE THE PARENT OR LEGAL GUARDIAN OF A MINOR WHO YOU WILL PERMIT TO ACCESS ANY PORTION OF THE SITE OR THE MOBILE APPLICATION, OR MAKE USE OF THE SERVICE, YOU AGREE THAT YOU TAKE FULL RESPONSIBILITY FOR THE MINOR’S USE OF THE SITE, MOBILE APPLICATION, AND/OR SERVICE, AND FOR THE MINOR’S COMPLIANCE WITH THESE TERMS AND CONDITIONS.

      • EXCEPT AS PROVIDED TO THE CONTRARY IN THE CONTRACT, VIVENU PROVIDES ITS SERVICES "AS IS" AND "AS AVAILABLE" TO THE ORGANIZER, AND NO CONTRACTUAL RELATIONSHIP EXISTS BETWEEN VIVENU AND THE END CUSTOMER. TO THE EXTENT THAT APPLICABLE LAW PERMITS THE DISCLAIMER OF EXPRESS OR IMPLIED WARRANTIES, ORGANIZER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING OR COURSE OF PERFORMANCE OR USAGE OF TRADE. THE END CUSTOMER ACKNOWLEDGES THAT THE ORGANIZER AND VIVENU DO NOT GUARANTEE THAT THE VIVENU SERVICES WILL ALWAYS BE SAFE, SECURE, OR ERROR-FREE, OR THAT THEY WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. THE ORGANIZER AND VIVENU ARE NOT RESPONSIBLE FOR THE ACTIONS OR INFORMATION OF THIRD PARTIES, AND THE END CUSTOMER HEREBY RELEASES THE ORGANIZER AND ITS AGENTS, INCLUDING WITHOUT LIMITATION VIVENU, FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM THAT THE END CUSTOMER HAS AGAINST ANY SUCH THIRD PARTIES. IF THE END CUSTOMER IS CALIFORNIA DOMICILED.

      • THE END CUSTOMER WAIVES CALIFORNIA CIVIL CODE §1542, WHICH SAYS: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

    7. If any of the preceding provisions are, or become, ineffective or unenforceable in whole or in part, such condition shall not affect the validity of the remaining provisions. The same shall apply if and to the extent that a gap or ambiguity exists, and an appropriate provision that comes closest to that which the Organizer and the End Customer would have wanted economically shall replace the affected provision, if they had considered that gap or ambiguity.

  9. 9. Additional Provisions of the Organizer

    The following additional provisions of the Organizer shall apply:

    Rental and Service-Rental Terms and Conditions

    In the following text the masculine gender is used for space-saving reasons and is intended to be gender-neutral, also implying the feminine gender as appropriate

    1. Subject Matter of the Lease

    Equipment shall be rented out under the general terms and conditions (rental and servicerental terms and conditions) set out below as well as the individual, specially agreed

    conditions in the Rental Agreement (rent only) or Service-Rental Agreement (rent with

    service), which take precedence. The following terms and conditions are deemed to be

    accepted at the latest with the delivery of the equipment at the place of use or its

    collection from GAHRENS+BATTERMANN GmbH & Co. KG ("Lessor"). The subject matter of

    the Agreement is constituted by the equipment detailed in the rental delivery note.

    2. Period of Rental

    The minimum rental period is one day. Days begun shall be counted in full. The period of

    rental begins with the arrival of the equipment at the place of use; it ends when the

    equipment arrives back at the lessor‘s premises or its collection from Lessor.

    3. Transport/Shipment and Costs

    Transport/shipment of the equipment shall be effected at the expense of the hirer by

    means of the cheapest method, unless the hirer has expressly stipulated a particular mode

    of transport/shipment. The cost of a transport insurance policy taken out at the request of

    the hirer shall be at the hirer‘s expense.

    4. Passage of Risk

    The risk of accidental destruction or deterioration of the rented equipment, or an inability

    to make it available (service risk) passes from the lessor to the hirer when the shipper

    collects or is handed the rented equipment, or when it is delivered, depending on the

    transport agreement between the parties to the contract. The service risk is transferred

    back from the hirer to the lessor when the rented equipment is returned to the lessor or

    collected by the lessor.

    5. Safeguarding the Equipment

    The hirer undertakes, from the passage of risk of non-performance to him until it passes

    back again to the lessor (see also Section 4), to secure the equipment rented against

    loss or damage and to take out an insurance policy to cover the equipment up to its new

    value.

    6. Use of the Rented Equipment

    The rented equipment is the property of the lessor. The hirer must treat it with all due

    care, perform all duties connected with the possession, use and preservation in good

    repair of the equipment, and follow the lessor‘s recommendations with regard to its

    maintenance, care and use. The equipment may not be sublet. The hirer must keep the

    equipment in his own direct possession and only use it at the agreed places of use. The

    hirer agrees to enable the lessor to inspect the equipment at any time.

    7. Guarantee

    The lessor shall be responsible for ensuring that the rented equipment is in good working

    order at the time of the passage of risk. Any further claims are excluded as follows: should,

    at the time of the passage of risk, the equipment rented have a defect rendering it

    unsuitable for use in accordance with the terms of the contract, or reducing its usefulness

    to an extent equaling unsuitability for use, the hirer may either rectify the defect,

    exchange the defective equipment or rescind the contract as he deems fit. The hirer is

    freed from the obligation to pay the rental fee for the period it takes to restore good

    working order. If the working order of the rental equipment is only reduced, the rental

    or service-rental fee shall be reduced accordingly.

    The Lessor shall be liable for compensation, regardless of the legal grounds, without

    limitation in the case of intent or gross negligence. The lessor shall only be liable for

    simple negligence if essential contractual obligations are violated and shall be limited to

    the compensation typically foreseeable for this type of contract. In all other respects, the

    Lessor's liability for compensation is excluded.

    The above limitations and exclusions of liability shall not apply in the case of legally

    mandatory strict liability (e.g. in accordance with the German Product Liability Act) or

    liability arising from the assumption of a guarantee or in the event of injury to life, body or

    health. Insofar as liability is limited or excluded according to the above regulations, this

    also applies to the liability of the legal representatives and agents of the Lessor

    8. Liability of the Hirer

    The hirer shall be liable to the lessor for all damage arising out of the improper use of

    the rented equipment. This does not apply if the hirer assigns the lessor to activate the

    features of the rented equipment on their behalf and to keep them active according to

    their instructions. In the event of total write-off or loss of the rented equipment, the hirer

    must indemnify the lessor for the new value of the rented equipment, subject to the

    conditions set out in Section 14 below.

    9. Licences

    Where video and audio systems are operated, the image and sound reproductions played

    by the hirer are permissible only in accordance with the terms and conditions of the

    respective licence holder. In the case of IT systems, the software supplied may be used

    only on the individual article of equipment for which it was provided. Such software may

    be used only under the terms and conditions notified separately by the licence holder. In

    the event of improper use of image and sound material as well as software, the hirer shall

    indemnify the lessor for any claims to damages the licence holders may file.

    10. Rescission of the Contract by the Hirer

    If the hirer withdraws from the Agreement for reasons for which the lessor is not

    responsible, 30% of the value of the order will be charged to the hirer as flat-rate damage

    compensation. If notice of rescission is given less than four weeks prior to the start of the

    Agreement period, 50% of the rental or service-rental fee shall be due and payable; less

    than two weeks before, 75%; and less than one week before, the full 100%. The hirer

    reserves the right to prove to the lessor that the extent of the loss was smaller.

    11. Third-Party Rights

    The hirer must hold the hired equipment harmless from all charges, claims and rights of

    lien of his creditors. He is obliged to notify the lessor and furnish all necessary documents

    without delay if, during the life of the Agreement, the hired equipment is nonetheless

    taken in execution or in any other way claimed by third parties. The hirer shall bear all

    costs which may become necessary in order to secure the discontinuation of such

    interventions by third parties, in so far as such interventions are not directed solely

    against the lessor.

    12. Delivery

    The agreement of a date for rental is subject to punctual availability for delivery of the

    rental equipment. Events neither known to or foreseeable to the lessor and for which

    he is not answerable, irrespective of whether they arise with the lessor or one of his

    suppliers, for example, strike, lockout, damage resulting from an accident, stoppages, etc.,

    entitle the lessor to rescind the Agreement or postpone the commencement of the lease

    by the duration of the hindrance, whereby the hirer is not entitled to claim for damages.

    The lessor is obliged to inform the hirer forthwith of the non-availability of the rental

    equipment and to waive the agreed rental fee for the period of non-availability for which

    the hirer is not answerable or to refund this proportionately if already paid.

    13. Payment of the Rental or Service-Rental Fee

    The rental or service-rental fee, plus statutory value added tax thereon, shall fall

    immediately due and payable without deduction upon invoicing. The Lessor is entitled to

    require advance payment. Payment by cheque and/or bill of exchange shall not be

    accepted. Should the due date of payment of the lessor‘s invoices be overstepped by more

    than five days, the lessor shall charge interest on arrears in accordance with the statutory

    provisions. The hirer may only offset claims of the lessor, or exercise a right of retention, if

    the counterclaim is undisputed or has been pronounced legally effective.

    14. Return of the Rented Equipment

    The hirer must return the rented equipment to the lessor upon expiry of the agreed

    period of use and/or possession, without delay and at his own expense and risk (see Period

    of Rental in Section 2). If the rented equipment is not returned in orderly condition, then

    the hirer must continue to pay the agreed rental fee for the time it takes to repair or

    replace the equipment, without that affecting any other damage claims on the part of the

    lessor.

    15. Late Return

    Should the hirer fail to return the rented equipment on time (cf. period of rental according

    to Section 2), then the rental fee shall be recalculated accordingly. Furthermore, the hirer

    must indemnify the lessor for any damages.

    16. Changes to Models and Prices

    The lessor reserves the right to make changes to models and prices after consultation

    with and the agreement of the hirer part of the terms of the contract.

    17. Final Provisions

    No verbal agreements have been reached. All amendments and additions to the Agreement

    must be made in writing. This also applies to the amendment of the written form clause in

    the previous sentence and to the amendment of this sentence. The place of performance

    shall be the location of the lessor‘s branch. The venue for the settlement of disputes for

    both parties has been agreed as the nearest local first instance courts or first instance

    district courts within the jurisdiction of which the lessor‘s branch falls. In the event that

    equipment is leased outside the Federal Republic of Germany, German law shall apply in

    addition to the terms and conditions agreed.