General Terms and Conditions
§ 1 The Research agency conducts its activities in the sense of advisory services in accordance with the accepted rules of the market and social research profession.
§ 2 The Research Agency shall submit an offer to interested parties on principle in the form of a research proposal stating the nature of the issue to be resolved, the services to be rendered in order to solve it, the time required for the study, and the fee due.
The interested party shall receive the research proposal for the sole purpose of deciding whether to award the contract for the study offered. In the absence of any other agreement, the contents of the proposal may not be made available in whole or in part to any third party without mutual consent.
Should the goal pursued by the Client with the study not be obvious to the Research Agency, the latter will inform the Client accordingly. The Client must then disclose his goal in writing.
§ 3 The fee stated in the research proposal shall on principle include all the services offered by the Research Agency in connection with conducting the work outlined in the research proposal.
The Research Agency may demand an additional fee for services that go beyond this scope and that are requested by the Client.
Additional costs which the Research Agency is not responsible for and additional costs which were not foreseeable to the Research Agency at the time the contract was awarded despite due care, may be charged separately by the Research Agency, provided they are linked with a legitimate factual cause and are clearly recognizable for the Client and adequately determined. This shall also apply when the Client is not responsible for these costs.
Changes in the volume of the contract after the conclusion of the contract shall require an express agreement between the parties.
§ 4 The Research Agency cannot guarantee exclusiveness for certain product fields, objects of research or methods of research, unless this is expressly agreed. When exclusiveness is stipulated, its duration and any additional fee that may be incurred as a result must be laid down.
§ 5 The Client shall receive the research report solely for his own use. Unless otherwise agreed, the contents of the report may only be published or passed on to any third party in whole or in part by mutual agreement. Nor may research reports be copied, printed, or stored, processed, or disseminated in information and archiving systems of any kind for such purposes. These provisions shall not apply to the research results themselves (cf. § 6). If the Client wishes to cite in part or in whole from the research report, these citations must be recognizable as such and the Research Agency must be named as being the author of the research report.
§ 6 Unless otherwise agreed in writing, the research results shall be made available only to the corresponding Client for his free disposal. The Client shall indemnify the Research Agency from all claims made against the Research Agency as a result of the Client’s deliberate or negligent use of the properly gathered results in breach of the law (e.g. using them to advertise unlawfully and/or incorrectly).
§ 7 The rights vested in the Research Agency by the copyright act shall remain with the Research Agency.
The title to the materials accrued while carrying out the work – all type of data carriers, questionnaires, additional written documents etc. – and the data accrued, shall rest with the Research Agency, unless otherwise agreed. The anonymity of the respondents or test participants must not be jeopardized by such an agreement. The Client’s copyright in the documents produced by him shall remain unaffected.
§ 8 The Client’s assistance in the study and his checking the execution and the results of the study shall require a separate agreement; whereby the Research Agency is obliged to preserve the anonymity of the respondents or test participants.
The additional cost incurred though this must be born by the Client.
§ 9 The Research Agency undertakes to store the survey records for a period of one year and data carriers for a period of two years from the time of submitting the research report, unless expressly agreed otherwise.
§ 10 The Research Agency shall be obliged to treat all the information given to it by the Client in the strictest confidence and to use it exclusively for the purposes of carrying out the contracted research.
§ 11 The warranty and liability of the Research Agency are dictated by the legal provisions, unless otherwise stated below.
When the results are not supplied on time, either willfully or by gross negligence on the part of the Research Agency, the Client may wish to claim certain rights by asserting that the partial service rendered is no longer of any interest to him. In this case he must present prima facie evidence for this lack of interest.
The Client shall not be compensated for unforeseeable, atypical damage or damage attributable to the Client’s own area of control and risk, resulting either from a delay in performance or from defective performance, if the Client is a merchant as defined by the Commercial Code (Handelsgesetzbuch = HGB).
The Research Agency shall not be liable for slight negligence. This applies also to the extent that its behavior at the same time constitutes a tort. This exclusion of liability does not extend to essential contractual responsibilities in whose observance the Client must therefore be able to trust, nor does it extend to the loss of life, bodily injury and impairment of health.
§ 12 If the research reports / research results are not delivered on time, or if the test material is damaged or lost, the Client may set the Research Agency a reasonable time limit within which to perform the service or remedy the fault. In all other respects, the legal provisions shall apply.
The Research Agency shall be not be liable for the consequences of delays in the delivery of; or for the loss of or damage to test materials, when such delay or loss or damage is due to circumstances which
a) lie outside the operational scope of the Research Agency, in particular within the scope of the Client, and have not been brought about culpably by the Research Agency, in the case of natural disasters or other acts of God, through sovereign intervention and labor disputes; or
b) while lying within the operational scope of the Research Agency, are not the responsibility of the latter, in particular as a result of obstructions in the company operations through acts of God, sovereign intervention or labor disputes.
The client’s right to withdraw from the contract in accordance with the legal provisions shall remain unaffected by this.
§ 13 For product tests the following provisions shall apply:
The Client shall indemnify the Research Agency from all claims made against the Research Agency or its staff as a result of damage caused by any fault in the product to be tested. The Client shall be responsible for ensuring that all the necessary chemical, medical, pharmaceutical or other tests / studies / analyses of the test product have been carried out. He shall assume responsibility for the suitability of the product for the test and, to the extent that an examination was necessary and has taken place (see above), that this gave no indication that the product could cause any harm. The Client shall be responsible for ensuring that all the information prescribed by the law or ordinances and / or necessary for the use of the products, is made available to the Research Agency, so that the latter may pass it on to the persons participating in the test.
In all other respects, the regulations of the product liability laws shall apply.
§ 14 The fees agreed upon are intended to pay for the cost of executing the respective study. For this reason, one third of the agreed fee shall be payable on awarding the contract, a further third when data collection commences, and the final third on delivering the results, in each case plus value-added tax. Different arrangements may be made where the research approach or the amount of the fee make this seem appropriate.
§ 15 If both parties to the contract are merchants, the place of performance and venue shall be the seat of the Research Agency.
§ 16 In the event that individual provisions are or become ineffective, this shall in no way affect the validity of the remaining provisions. Ineffective provisions shall be replaced by regulations whose economic consequences agree as closely as possible with those intended by the ineffective clause.
§ 17 These General Terms and Conditions shall not concern the co-operation between private law market and social research agencies in carrying out contracts.