Version 01 Valid from 01.05.2023 |
§ 1 GENERAL 1. The following Residency Membership Terms and Conditions apply to all services provided by CF Ventures GmbH (hereinafter referred to as “CF Ventures”) to its customers or users (hereinafter referred to as “Members”) for the provision of paid use of premises, infrastructure, and resources. 2. There is no rental or lease agreement between the parties. 3. Member terms and conditions that contradict or go beyond these terms and conditions shall not apply without express written confirmation by CF Ventures. |
§ 2 MEMBERSHIP 1. For the Residency Membership, the Primary Contact from the contract is registered as the Member. The Primary Contact acts as an administrator and can add and cancel services, as well as name additional Members. 2. The Primary Contact is obligated to impose usage-related obligations on the Members named by him/her according to this contract and its General Terms and Conditions. 3. A Residency Membership is always assigned to specific individuals. Only the officially named person is entitled to use the premises, infrastructure, and resources within the scope of the booked services. 4. The use of work desks, offices, inventory, personalized Campus Cards, and authorizations granted through the app may not be transferred or made accessible to third parties. Deviating regulations must be individually agreed upon and are required in written form. 5. The number of Member persons is variable. A limitation of the number is at the discretion of CF Ventures. If for essential reasons, the exchange of a Member person is necessary, this can be done during the term of the contract after consultation with CF Ventures. The decision regarding the exchange is at the discretion of CF Ventures. 6. CF Ventures reserves the right to reject individual Members if they do not comply with the agreed-upon usage obligations and the Code of Conduct. |
§ 2 CONTRACT CONCLUSION - The start and scope of services of the contract are defined in the contract and its annexes, which is signed by both parties.
- Members have no claim to enter into a contract. CF Ventures is free to reject any offer to conclude a contract without giving reasons.
- By entering into the contract, the Primary Contact confirms that the data provided is complete and truthful. The Member agrees to notify CF Ventures immediately of any changes to their personal data.
- The Member is entitled to add further memberships at any time. The services and prices of the respective membership are determined by the conditions applicable at the time of the additional booking. The additional booking of a membership is subject to availability.
- CF Ventures is entitled to use the Member’s name as well as logos and trademarks of the Member on the homepage, in advertising brochures, in social media channels and any other advertising.
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§ 4 OBLIGATIONS OF MEMBERS Requirements for claiming services: - Members are obligated to provide current contact and further contract-related information. Members explicitly agree that legally significant declarations by Campus Founders can be sent either in writing via postal service or electronically via email.
- Members have thoroughly examined the equipment prior to the commencement of the contractual relationship and have recognized its functionality.
- Workstations may only be used for the designated operation and purpose of office use. Any change in the operation requires written approval from CF Ventures. Any violation of this provision authorizes CF Ventures to terminate the contract without notice.
- The Residency Membership generally entitles to use the Campus Lab 24/7, but not on public holidays and between 24.12. and 06.01.). The use of DayPasses is only possible during the general opening hours (Mon.-Fri. from 9:00 – 18:00 hrs). General opening hours are posted locally and on the Campus Founders website. Campus Founders reserves the right to change the opening hours. Use of the Campus Lab outside general opening hours is granted according to the booked service packages.
- Access, particularly outside general opening hours, is only possible with the personalized Campus Card. Loss of the Campus Card must be reported immediately via email. Members must protect the key cards they have been given from loss and theft. The Campus Card may not be given or made accessible to third parties without prior agreement with CF Ventures. A member’s negligent payment default authorizes CF Ventures to deny access until the outstanding balances are settled. Members are fully responsible for replacement and blocking of the Campus Card in case of loss (a one-time fee of a flat rate of €25 net per Campus Card).
- Persons who are not members must be checked in as guests at the reception.
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§ 5 RULES OF CONDUCT - Members must show respect for other members and not disturb or cause nuisance of any kind.
- The use of the Campus lab is only permitted for legally permissible purposes.
- Members must treat offices and the contents within, especially furniture and technical equipment, with care. Members must report any damage to CF Ventures (at the Welcome Desk or at residency@campusfounders.de) immediately.
- Members are responsible for protecting personal property, particularly valuables, as well as documents and data against unauthorized access by third parties.
- Poaching is prohibited on Campus Lab premises. “Poaching” includes any unfair behavior that aims to interfere with or terminate ongoing contractual relationships between Campus Founders and contractual partners, particularly through active solicitation, coercion, or excessive enticement, as well as other behavior covered by § 4 UWG.
- The publication of confidential and/or legally protected information regarding the projects in the Campus Lab is prohibited. This includes technical data, trade secrets, know-how, research, product plans, drawings, or any other information regarding the products or services and markets of a disclosing party. “Legal protection” includes all rights that are subject to special legal protection for intellectual and commercial achievements, which are registered by the respective owner of the rights. In this context, “legal protection” also includes copyright and supplementary competition law protection.
- Painting or sticking advertising materials and other writings and signs on the Campus Lab, as well as placing / displaying / hanging etc. of advertising materials and the like (including surveys, information, etc.) of any kind is prohibited without the express written permission of CF Ventures.
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§ 6 PAYMENT TERMS - All prices are net prices plus the currently applicable value-added tax and refer to the services included in the selected membership tariff. Additional services are to be paid separately. The separately indicated tariffs/prices on campusfounders.de apply in this case.
- The contributions are to be paid with a discharging effect to the following account of Campus Founders Ventures GmbH:
• Kreissparkasse Heilbronn • IBAN: DE48 6205 0000 0000 6136 62 • BIC: HEISDE66XXX - The invoicing for the booked services is done in advance for the upcoming month of usage. This is generally done automatically online and can be delivered via email in individual cases. There is no postal delivery.
- Payment is due within 14 days after the invoice has been issued.
- Invoices can also be paid automatically by credit card. Alternatively, an invoice will be issued with a request for a bank transfer.
- If a Member is in arrears with payment, CF Ventures reserves the right to charge the member with default costs if these costs were caused by the member’s fault. In addition to default interest at the statutory rate, this includes the costs of appropriate legal action, in particular reminder and collection expenses, court fees, and legal fees. If the member is in arrears with the payment of an amount equivalent to the sum of two monthly total contributions, CF Ventures is entitled to terminate the contract without notice for good cause. In this case, CF Ventures is entitled to claim further damages in accordance with the statutory provisions.
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§ 7 DATA PROTECTION 1. CF Ventures processes the data of Members in accordance with the current provisions of data protection regulations, the Federal Data Protection Act, and any applicable state data protection laws. The Members will be separately informed about data processing in connection with the fulfillment of the contract in the attached data protection information document (see annex). 2. Members agree that their personal data necessary for contract fulfillment will be stored on data carriers. |
§ 8 TERMINATION OF CONTRACT - The possibility to terminate a Membership is determined by the following regulations: In general, the termination of a Membership is only possible after a term of 12 weeks. The notice period is generally one month to the end of the month. For the use of a Private Office, the notice period for Startups is one month, Ecosystem Partners is three months, until the end of the month.
- Both parties may terminate the contractual relationship in accordance with these periods without stating reasons. The right to premature termination for good cause remains unaffected for both parties and for all cases. All terminations must be in text form. The written termination can be made by email to residency.membership@campusfounders.de.
- CF Ventures may terminate the contract with immediate effect without notice if there is a reason for extraordinary termination. This is the case if the Member is in default with its payment obligations twice, culpably breaches its contractual obligations in other ways, or disturbs the peace in such a sustained manner that a continuation of the contractual relationship is not reasonable. Furthermore, if the basis for the usage relationship with the Member ceases to exist (change or dissolution of the Member’s business operations).
- In addition, the user is obliged to hand over the used Private Offices/FixDesks swept clean after termination of the contract. All items brought in by the user are to be removed, and the original condition is to be restored. CF Ventures will remove visible signs of wear and tear and damage to floors, walls or inventory at the expense of the Member, plus a processing fee of 15% of the costs incurred for removal.
- With the expiration of the contract term, CF Ventures will block access authorization in connection with the Campus Card. If necessary, the Member must take further steps to terminate in accordance with the terms of use of the Campus Card.
- If the Member does not vacate the workspace at the end of the contract, they are liable to CF Ventures for all damages resulting from the delayed return, even if they exceed the amount of the loss of use fee.
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§ 9 CONTRACT PERFORMANCE - CF Ventures may carry out repairs, renovations, and structural modifications that are appropriate for the preservation and expansion of the building or workplace or for the prevention of hazards or the elimination of damages, after giving reasonable notice and consultation with the members. In case of imminent danger, no approval or notice is required. The Member must keep their workplace accessible in such cases. The member is not entitled to reduce the usage fee due to appropriate works. Claims for damages are excluded.
- CF Ventures provides the Member with equipment and technical devices (e.g. flat screens, projectors), as well as other furnishings, in perfect condition. The technical devices and other furnishings must be handled with care. Any abusive use is prohibited, and any damage will be charged to the member responsible for it.
- CF Ventures is authorized to close the Campus Lab in its entirety or in partial areas for separate events or maintenance work and deny access to the Member during the closure period. The time and duration of the closure will be announced at least 3 days before the closure, if possible.
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§ 10 WARRANTY AND LIABILITY - The Member has thoroughly inspected the workspaces before concluding the contract. They acknowledge that the workspaces are partly located in an open-plan office and cannot be separately locked, except for the private offices. Due to the known condition, the Member waives any claims under §§ 536, 536a of the German Civil Code (BGB). No claims for reduction of rent exist in this regard. The Member acknowledges that the workspace, including all furnishings, is in contractual condition before use.
- The Members are liable for all damages beyond the contractual wear and tear caused by them, their vicarious agents and third parties who entered the premises at the instigation of the members. The Members are obliged to present a valid liability insurance for the time of their stay, which covers damages to the building, to the equipment or to people, caused by the users themselves or by third parties, who entered the premises at the instigation of the users.
- CF Ventures does not insure objects, documents or data brought into the premises against, for example, fire, water, theft, burglary or vandalism. In this respect, CF Ventures is not liable for loss, theft, or damage to these items, documents, or data, insofar as this is not due to grossly negligent or intentional conduct on the part of a legal representative or team member or other vicarious agents of Campus Founders or CF Ventures. CF Ventures recommends taking out appropriate insurance (e.g. business contents insurance / electronics insurance).
- In all cases where CF Ventures is obliged to pay damages or reimbursement of expenses in business transactions due to contractual or legal claims, CF Ventures is only liable if it, its team members, or vicarious agents have acted with intent or gross negligence, or have violated life, body, or health. The liability for the culpable breach of essential contractual obligations remains unaffected. However, liability is limited to the foreseeable, typical contractual damage. Liability for consequential damages, in particular for lost profits or compensation for third-party damages, is excluded unless CF Ventures acted with intent or gross negligence.
- CF Ventures assumes no liability for the violation of third-party protective rights regarding the work of users as well as the transmission of data and data carriers by the user. The Member is responsible for ensuring that all competition law, copyright law, trademark law, data protection law, or other violations of the law are avoided in the context of the contractual relationship with CF Ventures. If CF Ventures becomes aware of such legal violations, it has the right to terminate the contractual relationship immediately. In case of legal violations, the Member indemnifies CF Ventures against any claims by third parties. The member shall reimburse CF Ventures for the costs of legal proceedings in the amount of the statutory attorney fees if CF Ventures is held liable by third parties due to a legal violation.
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§ 11 FINAL PROVISIONS - CF Ventures reserves the right to change these Residency Membership Terms and Conditions at any time without giving reasons, unless this is unreasonable for the user. CF Ventures will notify Members of any changes to the Residency Membership Terms and Conditions in a timely manner. If the user does not object within two weeks of being notified, the changed Residency Membership Terms and Conditions shall be deemed accepted by the Member.
- The law of the Federal Republic of Germany shall apply.
- The place of jurisdiction is the registered office of CF Ventures in Heilbronn.
- If individual provisions are wholly or partially invalid or lose their legal effect at a later point, the validity of the remaining terms and conditions shall not be affected. In this case, the parties agree to replace the invalid provision with a valid provision that, to the extent legally possible, comes closest to reflecting the interests expressed in these terms and conditions. The same applies in the event that any additions become necessary.
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