Terms and Conditions

Special Terms and Conditions (“Terms and Conditions”) for incoming travels to Germany

Preamble

The following Terms and Conditions only have an effect on agreements with foreign entrepreneurs. Even if the German Travel Agreements Act (“Reisevertragsgesetz”) is not applicable in these issues it refers to the European “Pauschalreiserecht” and to the terms and conditions issued by RDA.
Jowie Reisen, hereinafter referred to as “Contractor” (Auftragnehmer), and JTB, hereinafter referred to as “Principal” (Auftraggeber), to both referred to as “Parties”, enter into the following contract.
The Contractor will provide the Principal upon request with a non-binding English translation of these Terms and Conditions.

1. Conclusion of Contract

1. Contractor and Principal may enter into a written agreement by using the forms issued by the Principal. Included are any and all main and ancillary agreements and specials. If the Contractor provides the Principal an offer this offer is binding for a period of five days for the Contractor if nothing contrary is agreed between the Parties.
2. If the Principal provides an offer to the Contractor this offer is binding for a period of ten days for the Principal. In case the confirmation of the Contractor deviates from the Principal´s offer this confirmation has to be qualified as a new offer with a ten-days binding effect for the Contractor.
3. The Principal declares that the staff involved by the Principal is authorized to prepare binding offers, to enter into agreements, amend the offers/agreements and is authorized to give or to receive statements.
4. The Contractor enters into this agreement only upon these Terms and Conditions. The Terms and conditions are valid for any and all future agreements if nothing else is agreed upon in writing between the Parties.

2. Payment of Travel Fees

1. At the time of the signature of this agreement the Principal has to pay to the Contractor a fee in the
   amount of 10 % of travel fees, minimum EUR 250,00, in case the Principal´s group contains ten or more travellers. The payment shall be made to a to be named bank account. The fee mentioned is based on the assumption that nothing contrary is agreed between the Parties.
2. The remaining shall be paid by the Principal latest four weeks in advance before trip start, in case nothing contrary is agreed upon between the Parties. In case of short term bookings, defined as within two weeks before trip start, the complete travel fee shall be paid immediately. This only applies if nothing contrary is agreed between the Parties. If agreed, travel documentation shall be provided to the Principal.
3. In case the Contractor does not confirm the group application of the Principal and in case the Contractor has already paid the travel fees the Contractor shall reimburse these fees to the Principal with immediate effect.
4. In case the Principal does not pay the travel fees in time before trip start the Contractor may deny the services. After the Contractor allots a reasonable period in which the Principal shall perform, the Contractor can withdraw from the agreement or claim for damages. Besides, the Contractor can terminate the agreement without notice. If the Principal does not realize the trip the Contractor may claim for compensation pursuant to Clause 6 of the Terms and Conditions.

3. Performances (Leistungen)

1. The contractual performances are only based upon the performance description of the Contractor´s offer or travel confirmation
2. Clauses 1.1. and 3.3. shall be valid for ancillary agreements.
3. The classification of accommodation made by the Contractor on the performance description is based either on the national classification of the respective country or on the agreed classification of the Contractor.

4. Fees/Amendment of Fees

1. The Contractor may increase the fees after entering into an agreement if this increase depends on higher fees of the Contractor and/or his contracting partners involved. The Contractor has to document this increase by submitting suitable documents and shall not act against good faith. This is also effective for any and all increases of costs for transfer, airport- and harbor costs, currency changes and other increases (tickets etc.).
2. In case the VAT (Value Added Tax/turnover tax) changes in Germany and/or the other target country the Contractor is allowed to adjust the calculated VAT accordingly.
3. In case the increase exceeds 10% or more percent of the total travel fees the Principal can withdraw from the agreement free of charge. The Principal has to claim rescission of contract (“Rücktrittsrecht”) in due course after receipt of the information on the amended fees. The assertation of rights shall be in writing.
4. The fees of the Contractor are in Euro and do not include VAT. The fees mentioned in the brochure are based on the assumption that the group consists of 16 paying persons.

5. Changes of Agreed Performance

1. Changes and variances to the agreed contractual performance, necessary after entering into the agreement and with respect to good faith, are permitted if they are not relevant and if they do not change the purpose of the trip. Warranty claims are not touched.
2. The Contractor shall inform the Principal about any changes of the performance in due course after knowledge. The Principal is either permitted to withdraw from the trip/agreement in case of relevant changes free of charge or to claim for an equivalent travel if the Contractor is able to offer a similar one without additional costs for the Principal. The Principal is obliged to accept one of the aforementioned alternatives in due course after receipt of the information on relevant changes.
3. The Principal reserves the right to transfer the organization of the trip to another co-operation partner under consideration of the interests of the Contractor.

6. Principal´s Withdrawal from the Agreement

1. In case no deviated cancellation periods are agreed upon the Principal has to pay the following fixed compensation/ fixed cancellation fees to the Contractor:
   1. Withdrawal of the Principal from the agreement more than 45 days before trip start a fixed handling fee in the amount of EUR 250,00, the contingent can be returned without any additional charge.
   2. Withdrawal of the Principal from the agreement between 45 and including 32 days before trip start a fixed amount of 10 % of the total sum of the Principal´s group´s travel fees
   3. Withdrawal of the Principal from the agreement between 31 and including 22 days before trip start a fixed amount of 25 % of the total sum of the Principal´s group´s travel fees.
   4. Withdrawal of the Principal from the agreement between 21 and including 15 days before trip start a fixed amount of 50 % of the total sum of the Principal´s group´s travel fees.
   5. Withdrawal of the Principal from the agreement 14 days before travel start a fixed amount of 60 % of the total sum of the group´s travel fees.
   6. If the Principal only booked overnight stays without any further performances (or transportation only), 80% of the travel fees have to be paid to the Contractor if the Principal withdraws from the agreement 14 or less days before start of the trip. Clauses 6.1.1. – 6.1.3. apply accordingly.
   7. If the Principal does set out on the travel Clauses 6.1.1 – 6.1.6 and Clause 6.1.7 applies correspondingly.
   8. In case the Principal only cancels part of the group´s participants the Parties shall agree upon the fees accordingly under consideration of both interests and opportunities. If no agreement exists the cancellation of one part of the group will be understand as cancellation of the whole group. Clauses 6.1.1 – 6.1.6 apply accordingly.
   9. The Principal may document lower damages or the missing of any disadvantages of the Contractor.
   10. The Principal has to reimburse the Contractor in full in case the Contractor has to return tickets for any event because of cancellation by the Principal. The Contractor has to return respective funds to the Principal if the Contractor is able to further sell the tickets. This does not apply if the travel arrangement contains the provision of the tickets.
2. The receipt of the written withdrawal is mandatory to observe time limits. Fax or email is sufficient if the Principal is able to document the receipt by the Contractor.
3. The Principal is advised to enter into an insurance for reimbursement of travel fees in case of travel cancellation (“Reiserücktrittskostenversicherung”). Detailed information can be requested from the Contractor.

7. Changes upon Request of the Principal

1. In case the Principal requests changes subsequently the Contractor may charges an additional fixed handling fee in the amount of 10 % of travel fees, minimum EUR 30,00 per person or more if documented.
2. The Parties have to agree to any and all requests in relation to subsequent changes. If no agreement will be in place the rights of the Parties result out of the Agreement.

8. Replacement of Traveller

1. The Principal may replace travellers within the booked group before start of the trip if the new traveller is personally qualified and suitable for this kind of trip and no restrictions of German and/or foreign law in relation to the new traveller exist.
2. The replacement will be charged by a fixed handling fee in the amount of EUR 30,00 per person to be paid by the Principal. The handling fee may increase if he Contractor documents higher costs.
3. The relationship between the Principal and “his” group is not touched by these Terms and Conditions.

9. Breaking Off – Non-Assertation of Performances

1. If the breaking off of the trip results from any circumstances arising from or out of the Principal´s and/or “his” group´s sphere (sickness etc.) or if relevant performances are not utilized by the Principal´s group the Contractor may try to reimburse saved costs (“Erstattung
   ersparter Aufwendungen”).
2. This does not apply if only non-relevant performances are not utilized by the Principal´s group and/or if a reimbursement is not permitted by German and/or foreign law.

10. Withdrawal and Termination by Contractor – Minimum Number of Travellers

1. Termination without prior notice
   1. The Contractor may terminate the Agreement without prior notice if the Principal and/or individual persons of the Principal´s group inacceptably further disturb the trip after a warning (“Abmahnung”) is already in place. This applies too if the Principal and/or any persons of the Principal´s group do not follow reasonable directions of the Contractor or its employees and
      therefore the group/trip is inacceptably disturbed.
   2. The Contractor may claim for reimbursement of the travel fee if Clause 10.1.1 applies. This claim may be reduced in case of saved expenses, further realization of the trip/performances or because of reimbursements by co-operation partners.
   3. Damage claims may exist in addition.
2. Withdrawal two weeks before travel start
   1. If the travel brochures of the Principal mention a minimum number of travellers and the Principal does not register enough travellers two weeks before start of the trip the Contractor may withdraw from the Agreement.
   2. The Contractor shall inform the Principal on this withdrawal in due course.
   3. The Contractor shall withdraw from the Agreement in due course.
   4. The Contractor shall return any and all funds received to the Contractor in due course.

11. Termination upon Vis Major (“höhere Gewalt”)

1. 11.1 The Parties may terminate the Agreement in case of subsequently arising vis major, i.e. war, epidemic disease, notices of authorities, natural disaster, “Havarie”, destruction of accommodation or any equivalent circumstances.
   11.2 After termination the Contractor may claim for reimbursement for any and all performances, already realized and to be realized, under consideration of the travel fees.
   11.3 The Contractor is obliged to arrange the transport (“Rückbeförderung”) of the Principal´s group to the point of origin if the transport is included in the agreement.
   11.4 Arising additional costs in connection with this transport shall be born by both Parties, each Party has to pay 50%. Any further costs shall be born by the Principal.
   11.5 In case of frustration of contract (“Wegfall der Geschäftsgrundlage”) because of Vis Major (before trip start) where no Party is responsible for then additional costs arising for the Contractor shall be born by both Parties in the amount of 50% each if the Contractor documents that these costs cannot be avoided even if the Contractor tries to.

12. Warranty and Relief (“Abhilfe”)

1. In case of performance deficiencies the Principal may request relief. The Contractor is obliged to relief the deficiencies if the relief is not disproportionate. The relief is defined as correction of deficiency/faults or equivalent performance.
2. The Principal may claim for a reduction of the travel fees if the deficiency is notified to the Contractor or the tour guide (if any). A notification of deficiency is not mandatory if the Principal is not able to address the notification to the Contractor and/or the tour guide (if any) because of unreasonable problems to address the notification. If the Principal does not notify the deficiency in time no claims arise to reduce the travel fees existing.
3. In case of a deficient travel and in case the Contractor does not relief the deficiency within a reasonable time period the Principal may abolish the deficiency. The Contractor shall reimburse the Principal for the upcoming costs. A reasonable time period is not required if the Contractor refuses to abolish the deficieny or if the circumstances allow the Principal to act immediately.
4. In case of a relevant deficiency (“wesentlicher Mangel”) and in case the Contractor does not relief the deficiency within the reasonable time period the Principal may terminate the Agreement. A reasonable time period is not required if the Contractor refuses to abolish the relevant deficiency or if the Principal may terminate the Agreement with immediate effect. This applies too if the continuation of the trip is inacceptable because of the relevant deficiency and the relevant deficiency is known by the Contractor.
5. The Contractor may be reimbursed for any damages in relation to performances utilized and/or to be utilized in case the termination is reasonable. The calculation of the reimbursement is based upon the value of the already utilized performances in connection to the total travel fees. This does not apply if the performances are not of any interest for the Principal anymore. The Principal is obliged to arrange the necessary measures with respect to the termination of the Agreement, including the organization of the transport (in Germany and/or the other target country) of the Principal´s group if included in the travel package.
6. Damage claims if any exist in addition.

13. Duty of Principal and Travellers to Cooperate (“Mitwirkungspflicht”)

The Principal and the travellers have the duty to cooperate in the event of default of performance if necessary and if damages can be avoided or minimized. The Principal has to inform the Contractor and/or the tour guide (if any) about any and all objections without delay. In case the Principal culpably fails to inform the Contractor and/or the tour guide (if any) the Principal cannot apply for reduction of travel fees (“Reisepreisminderung”).

14. Limitation of Liability

1. 14.1 The contractual liability for all damages that are not physical injuries is limited up to three times of the total travel fees, if
   1. the damages of the Principal are not caused by gross negligence or wilful misconduct or
   2. the Contractor is responsible for the Principal´s damage depends on culpable action of a performer of the Contractor.
2. The Contractor is liable for any damage to property caused by tort (“unerlaubte Handlung”) to a maximum amount of EUR 4.100. If the damage exceeds the travel fees three times the liability is restricted up to this amount unless the damages are not caused by gross negligence or wilful misconduct. These maximum amounts apply per each traveller within the group and per each trip.
3. The Contractor may apply for Limitation of liability and indemnifications, based upon international agreements for any and all own actions and actions of his subcontractors.
4. Further tort claims shall not be touched (except Clause 14.1.2).
5. The liability of the Contractor for the involved carrier in case of international flights results from the Warsaw Convention, version of Den Haag and Guadalajara, liability for international flights to USA and Canada results from Montreal´s Convention. In general these agreements restrict the liability of the carrier in case of death, physical injury, destroyed or lost luggage. If the Contractor is performer in other matters the liability depends on special agreements accordingly.
6. If the Contractor is shipping agent the liability results from the German Commercial Code (“Handelsgesetzbuch”) and from the Act for inland waterway transportation (“Binnenschifffahrtsgesetz”).

15. Liabilty for External Performances

1. The Contractor is not liable for any performances that are described explicitly as third parties performances, especially in case of additional programs during the trip. Agency duties shall not be touched.
2. If the Parties agree upon regular transportation (“Linienverkehr”) within or in addition to a trip and the Principal and/or the members of the Principal´s group receive a respective transport declaration because of the travel description the Contractor shall perform these external transports as an agent. The Contractor shall not be liable for any damages resulting from the transport. The liability results from the Transportation Rules accordingly. Agency Liability shall not be touched.

16. Disclaimer and Limitation of Liability in Time

1. The Principal has to claim for any damages resulting from deficiency (Clause 12 of the Terms and Conditions) within one month after end of the contractual agreed end of the trip. Afterwards the assertation of claims only remains in case the Principal lost the time period without fault (“Verschulden” gem. BGB).
2. Claims with respect to Clause 16.1 fall in general under the statute of limitations after one year starting at the time of information on the defect. In the event of relevant fault (“grobes Verschulden”) claims the statute limitation with respect to Clause 16.1 shall be two years.
3. Furthermore, the general limitation of liability in time of three years shall be applicable, except on case of physical injury.

17. Rules in Relation to Passport, Visa and Health Care

1. The Contractor informs the Principal in his brochures on the rules in relation to Passport, Visa and Health Care including any time periods, formalities, news with respect to the trip planned (country specific formalities etc.) and the traveller (nationality). The Principal is responsible for any and all formalities in relation to the members of the Principal´s group, especially in relation to Non-EU-Residents of the Principal´s group if nothing contrary is agreed between the Parties.
2. In general the Principal has to take care on the completion of the formalities after receipt of the necessary information by the Contractor unless the Parties do not agree contrarily.
3. In the event of loss of any formalities (Visa) resulting from individual circumstances caused by the
   Principal the Principal cannot withdraw from the trip free of charge and cannot be reimbursed for any performances not taken. Clause 6 (Withdrawal) and Clause 9 (Breaking-off) apply accordingly.

18. Insolvency Protection Insurance

1. The Contractor is not obliged to provide to the Principal insolvency insurance documents (“Sicherungsscheine”). On explicit request of the Principal the Contractor may issue these insolvency insurance documents upon receipt of the first advance payment.
2. The provision of the Sicherungsscheine to the Principal implies that the Contractor guarantees the recharge of any fees paid in case of insolvency of the performers and the Contractor.
3. The Principal owns a direct right to assert recharge upon receipt of the Sicherungsschein.

19. German Law and Language of Agreement

These Terms and Conditions are subject to German law and exclude any and all international agreements except the ones mentioned in Clause 14 of these Terms and Conditions. The language of the Terms and Conditions and the agreement is German. The English translation is non-binding and is only provided for information of the Principal. The German Terms and Conditions prevail.

20. Place of Jurisdiction

In the event that the Principal is a qualified merchant, a public law body or public special fund the place of jurisdiction depends on the seat of the Contractor.

21. Miscellaneous

If single Clauses of these Terms and Condition are not valid due to German law this does not cause the invalidity of the complete Terms and Conditions and/or the agreement.