Terms and conditions
General Terms and Conditions
GENERAL TERMS AND CONDITIONS for COWORKING of velvet Mediendesign GmbH, Amalienstraße 71, 80799 Munich, Commercial Register HRB 113303, Munich Local Court
As of 19.01.2022
GENERAL
- The following terms and conditions apply to all services provided by Velvet Mediendesign GmbH, hereinafter referred to as ‘velvet space’, which it provides to its contractual partners as part of the co-working services. Terms and conditions of the contracting party, hereinafter referred to as ‘CoWorker’ or ‘user’, do not apply. velvet space expressly contradicts the application of terms and conditions of the contracting party.
- The offer is aimed exclusively at entrepreneurs within the meaning of § 14 BGB. An entrepreneur is any natural or legal person or partnership with legal capacity who, in concluding the contract, is acting in the course of his commercial or independent professional activity.
§ 1 Service description and scope of services
- Subject of the offers and services of velvet space is the use of shared desks (Hot Spaces), especially for the user reserved workstations (Dedicated Spaces) as well as private offices (Private Spaces), in each case including the inventory, for use as an office and the infrastructure such as internet access, a kitchen with a refrigerator including basic supply with water, coffee and tea, sanitary facilities, printers, scanners and copiers offered; the infrastructural equipment is included in the respective user fee to be paid. Hot Space, Dedicated Space and Private Space are collectively referred to as ‘Office Spaces’. Furthermore, users with a monthly membership and for an additional fee can take advantage of additional services such as additional screens and lockers depending on availability. Other bookable services include the meeting space, different time passes (Day Pass / 10 Day Pass), as well as an Editing suite and rendering services (Creative Space).
- Office space users will receive a number of meeting space credits that are valid for the booking period, and on that basis have the right to reserve meeting space for certain periods of time. The number of available meeting space credits and further details result from the valid offer on the velvet space portal when completing a membership.
§ 2 Access:
- When concluding a user contract for the Office Spaces, the user receives 24/7 access to the object, which is guaranteed by the delivery of a separate transponder. Users who make use of the other services receive access to the premises during the official opening hours which can be found on the companies website.
- The user is not entitled to the complete or partial transfer or granting the use of the Office Spaces, the Inventory and the rest of the CoWorking Space to third parties who are not its vicarious agents unless this has been previously agreed on with velvet space.
- The user must protect the provided Office Spaces, the inventory and the rest of the CoWorking Space against access by third parties as well as the transponders granted to him against loss and theft. Transponders and wifi access codes shall not be handed over or made accessible to third parties, including vicarious agents of the user, unless this has been previously agreed on with velvet space at least in written form (e-mail sufficient).
§ 3 Availability
If the user chooses a service that does not have a fixed workstation allocated to him, (Hot Space and time passes) the use and allocation of the desks is based on the "first come, first serve" principle and is only possible if vacant desks are available at that point. A reservation of workplaces is not permitted. Any queries or complaints can be sent to velvet space by e-mail to hello@velvet-space.com, by telephone on 089 201792 92 or personally during office opening hours.
velvet space partially rents the open space area before or after the regular opening hours from 9 am to 6 pm on weekdays and partially all day on weekends for business events. This creates a limited usability of the space for users who are normally entitled to 24/7 access. It is not possible to use the workplaces in the open space area during the event. The user has no claims due to the reduced opening hours. However, he is allowed to participate in the events himself. If it is a chargeable event, the user has to bear the costs themselves. Velvet space publishes the event dates directly on the company's Facebook page, so that users can independently inform themselves about upcoming events at any time. If a user urgently needs access to a workstation during an event, velvet space tries its best to provide space in the other rooms on the ground floor. There is no guarantee availability for that.
§ 4 Duration of use and termination of the user contract
- The contract for the use of the Office Spaces runs indefinitely, unless the user informs velvet space at the time of conclusion of the contract. Otherwise, the contract ends with the expiration of the month to which velvet space or the user terminates the contract with a notice period of four weeks in case of choosing a Hot Space or a Dedicated Space and three months in case of choosing a Private Space.
- Both parties can terminate the contract without notice for important cause.
- If velvet space terminates the contract extraordinarily without notice due to a culpable breach of duty by the user, the user has to compensate velvet space for any resulting damages. In this respect, the user shall be liable in particular for the damage suffered by velvet space as a result of the Office spaces being vacant after the user has left or the Office spaces are being handed over to other users below the user charges agreed on with the user.
- The termination of this contract must take place in written form. Their effectiveness depends on access to the other party.
- For users without a membership, but with time passes or who booked the Meeting Space, no cancellation is required and the agreement ends with the expiry of the service and is not automatically renewed.
§ 5 User fee and payment methods
- The resulting user fee depends on the selected service and the period of use. The current prices, which are available on the velvet space portal, apply.
- The usage fee is exclusive of the applicable value added tax. This needs to be paid additionally to velvet space. For the release of the CoWorking Space under § 9 UStG, velvet space is entitled to the VAT exemption pursuant to § 4 no. 12 lit. a. UStG waives and opts for VAT (VAT option).
In view of the current legal situation regarding the deduction of input tax (§ 9 (2) of the Value Added Tax Act), the user undertakes to use the CoWorking Space exclusively for sales that do not exclude the input tax deduction from velvet space. Insofar as and as long as the tax authorities apply a harmless de minimis limit - also recognized by the tax courts - with regard to the concept of ‘exclusive’ use for sales which do not preclude the deduction of input tax, this limit also limits the concept of exclusivity in the preceding provisions. The currently governing regulations are set out in Section 9.2 (3) of the VAT Application Decree of 01.10.2010 (BStBl. I p. 846).
The user will provide a written declaration to velvet space upon a reasoned request that he will use the CoWorking Spaces only for transactions that do not exclude the deduction of input tax. The user undertakes to keep those documents which enable velvet space to comply with the obligation to provide proof to the tax authorities in accordance with § 9 (2) UStG. If velvet space has to provide further proof to the tax authorities in this regard, the user is obligated to provide evidence of this within 2 weeks of the request by velvet space or - if this is sufficient to fulfill the obligation of velvet space - immediately to the tax authorities. Should circumstances arise for the user or be accepted by the tax authorities within the scope of a tax audit, which concerns the admissibility of the value-added tax option of velvet space, the user is obligated to inform velvet space immediately.
Should the opportunity to waive the VAT exemption be eliminated for velvet space during the time of use, the user expressly agrees to compensate velvet space for the resulting economic disadvantage, namely to reimburse the amount that he has received by correcting the input tax pursuant to Art. § 15 a UStG to compensate the tax office. In addition, the user agrees to pay then the then valid gross user fee without expulsion of sales tax.
- The usage fee for the Office Spaces must be paid in advance to velvet space and no later than three working days after invoicing on the first of each month for the services of velvet space and any additional services booked.
Payment of the user fee is made by bank transfer after billing, card payment (credit card or debit card) or by SEPA direct debit.
A refund of the user fee is excluded. The obligation to pay the fee is linked to the booking and thus independent of the extent of the actual use of the spaces by the user.
- In case of default, the user has to pay the statutory default interest acc. to § 288 BGB. If the user defaults on payment of the user fee in the amount of a used service of velvet space for each month, access to the CoWorking Space can be blocked. A claim for repayment of the respective user charge does not exist for such periods.
§ 6 Liability of velvet space
- velvet space is liable
a) according to the legal provisions, for intent and gross negligence on the part of a legal representative, a manager or other vicarious agent, in the event of the assumption of warranties, culpable injury to life, limb or health;
b) in terms of substance, for any culpable breach of a material contractual obligation (whereby the term ‘essential contractual obligation’ abstractly describes such an obligation, the fulfillment of which enables the proper execution of the contract in the first place and whose compliance the other party may regularly rely on) whereby liability for material and pecuniary damage is limited to the amount of typically foreseeable damage.
- Any further liability of velvet space, in particular any strict liability for initial defects in accordance with § 536a (1) Alt. 1 BGB, is excluded.
§ 7 Disruptions
Disruptions must be notified by the user immediately in the velvet space portal, to hello@velvet-space.com or by calling +49 (0) 89 201792 92. velvet space will eliminate the disruptions within the existing technical and operational possibilities without delay.
§ 8 Money laundering examination
Insofar as velvet space is required under the Money Laundering Act (GwG) to identify the contracting party, the beneficial owner and determine the status of a politically exposed person within the meaning of the GwG, the user will provide velvet space with the necessary documents and other information necessary for the proper identification or determination. This obligation also applies as and when the beneficial owner of the user or his status as a politically exposed person changes.
§ 9 Use of the CoWorking Space and its inventory; Duties of the user
- The user may use the CoWorking Space within the scope of the agreed purpose of use. Its use for private purposes, in particular private celebrations, by the user, his employees or third parties to whom the user grants access, is expressly prohibited.
- The user undertakes not to use the services of the CoWorking Space in a manner that leads to the damage, destruction, overloading or other inapplicability of the infrastructure provided by velvet space (server, network, printing technology, furniture, etc.) or disturbances of the same for other users cause.
- The user or his vicarious agents must treat the CoWorking Space and the inventory with care. In particular, Hot Spaces, Time Pass desks and Meeting Spaces are to be cleared completely after leaving the workplace so that other users can use the workplace without constraints.
It is permitted to consume food and beverages at the respective workplace, while making sure that neither other users are disturbed nor harassed during their work, infrastructure, technology or materials are damaged and waste is disposed on its own. Any costs incurred for the elimination of any contamination exceeding the usual level of use will be charged in full to the polluter or, if he is a vicarious agent of a user, to the respective user.
Any damage must be reported immediately by the user and the aforementioned persons to velvet space. The user is liable for all damage beyond the contractual wear caused by him or the aforementioned persons. For this reason, he must prove to velvet space on request, the conclusion of an appropriate (operating) liability insurance.
- Any user with 24/7 access is required to take the following actions before leaving the premises last:
- Turn off the lights
- Close all the windows
- Clean and switch of the coffee machine
- Close the main entrance door
- The user must refrain from all actions that could damage the location, the inventory or the reputation of velvet space. The user has to pay attention to an appealing appearance of his Office Spaces.
- Telephone calls and conversations should be kept at a normal volume, so that other users do not feel disturbed.
- It is not permitted to smoke or sleep in the CoWorking Space.
- The user may not connect their own coffee machines, ovens, microwaves, cookers or similar electrical appliances in the CoWorking Space. Only the electrical appliances connected to the kitchen available or intended for connection must be used.
All electrical equipment used by the user in the CoWorking Space as well as related parts (including cable / plug connections) must comply with the statutory safety regulations for the power distribution at office workstations to avoid any damage.
The user has no right to carry out structural changes to the CoWorking Space. It must remain unchanged during the period of use.
- The user is responsible for the items, documents and data he has brought to the CoWorking Space. This applies to both lockable office spaces and common spaces. In his own interest the user has to protect brought along objects, in particular valuables, as well as documents and data against unauthorized access by third parties. To this extent, velvet space shall not be liable for loss, theft or damage to these objects, documents or data, unless this is due to gross negligence or willful misconduct by a legal representative, a manager or other vicarious agent of velvet space. Objects brought by the user are not insured by velvet space. If necessary, the user himself will arrange for a corresponding insurance in order to protect against risks of damage to the objects or business interruption.
- The bringing of pets must be coordinated with velvet space. Insofar as there are no allergic incompatibilities of other users with pets, about which the user bringing the pet has to inform himself explicitly before the start of the use of velvet space, pets may be brought along. However, if during the period of use of the user bringing the pet it turns out that other users of the CoWorking Space or his vicarious agents use the CoWorking Space or the inventory, he/ she expresses allergic intolerances, or points out, the pet is to be refrained immediately.
- The user is aware that the CoWorking Space is neither air-conditioned nor mechanically ventilated in summer. It can therefore lead to heating of the CoWorking Space during summer, even beyond a room temperature of 26 ° C. Such heating does not represent a defect of the CoWorking Space. In winter, the rooms are heated. In particular, velvet space does not owe compliance with the Workplace Ordinance (Arbeitsstättenverordnung), the Workplace Directive (Arbeitsstättenrichtlinie), or any other employment law or other business requirements of the user.
§ 10 Web usage
- If velvet space provides the user with access to the Internet, the user is solely responsible for actions in the context of using the Internet. He is subject to legal restrictions in the query, storage, transmission, distribution and presentation of certain content. In particular, the user will not use the Internet for the following prohibited activities:
Sweepstakes, chain letters, spam, the unsolicited sending of messages or information to third parties for promotional purposes (spam) (private or business), the unauthorized retrieval of information and data, the unauthorized intrusion into data networks and the execution of executable routines (eg spyware , Dialer, etc.) via WiFi access;
Defamation, abuse, harassment, stalking, threats, incitement, or other breaches of law (privacy, personal rights); Dissemination of immoral, insulting, violent and indecent, extremist, pornographic or other unlawful material or data, in particular those that are likely to seriously endanger children or adolescents or interfere with their well-being; the provisions of the Youth Media State Treaty and the Youth Protection Act must be observed;
Dissemination and provision of data containing images, photographs, videos, software or other material that is subject to property protection laws (e.g. trademark law);
Dissemination of data containing viruses, trojans, worms, bots or other malware;
Illegal downloads, especially of copyrighted data and other activities, that endanger the security and performance of the network;
Unlawful procurement of information from other users;
Attempt unauthorized access to the infrastructure through hacking or similar methods;
Indication of false identity data.
The user is responsible for ensuring that all persons who use the Internet access made available by velvet space upon his initiative are informed of the above and obliged to comply with the prohibitions, in particular the illegal copying, distribution or downloading of copyrighted material to omit, as well as to observe all legal regulations. Should velvet space be claimed by third parties for breach of the above provision or statutory provisions, the user will indemnify velvet space in this respect.
- Internet access provided by velvet space is operated by an external provider. velvet space therefore has no influence on time availability and available bandwidth. The user is aware that due to maintenance or technical difficulties, temporary unavailability and reduced bandwidth may occur. From this he cannot derive any claims against velvet space.
- velvet space will provide an annual average availability of 95% in its in-house network. Excluded from the calculation of availability are faults that are not caused by the network of velvet space and its interfaces to networks of third parties (e.g. force majeure, failure of communication networks of third parties, etc.) and are not otherwise represented by velvet space.
- In the light of paragraphs 2 and 3, the user will ensure that, in the event of unavailability or insufficient bandwidth, he provides a back-up solution (e.g. access to a mobile network), thereby damages suffered by the user due to unavailability or insufficient bandwidth are prevented.
- The user is aware that the total available bandwidth is limited. In order to enable all users to work properly, the user will only use the internet access provided by velvet space for business purposes. Streaming, downloading or uploading music, movies, live streams etc. is prohibited; Section 1 (2) shall be applicable mutatis mutandis. Should the user's business activity require such streaming, downloading or uploading of such data, the user is obliged to coordinate with velvet space in advance (e.g. booking a bandwidth reserved for the user) to allow other users a proper usage of the internet access.
The data transmission between the WiFi access and the user's terminal is unencrypted. Therefore, it cannot be ruled out that third parties gain unauthorized access to the transferred data. It is up to the member to make a security configuration of his software, so that the data transmission is protected against access by third parties. For sensitive data, appropriate security software (e.g. VPN software) should be used.
Any use of WiFi access will result in the documentation and archiving of IP address, MAC address, date and duration of use in order to be able to prove, if applicable, which member used the WiFi access. The user must observe all national and international copyright, trademark, patent, name and trademark rights as well as other industrial property rights and personal rights of third parties.
§ 11 Structural changes, renovation measures
- velvet space is entitled to carry out construction and renovation measures that are appropriate for the maintenance or improvement of the CoWorking Space and, in particular, the leased Office Spaces and the indoor common areas. velvet space will ensure that such measures are agreed with the respective user or, as far as several users are concerned, in agreement with them and will not occur at an inopportune time.
- Construction work carried out on the outside of the building is not subject to the influence of velvet space. However, the user is informed about possible noise and dust nuisance due to modifications in the outdoor area.
§ 12 Office guidelines
In addition to these Terms and Conditions, the office guidelines of velvet space, which regulate further behavioral obligations of the user and are displayed in the CoWorking Space, apply.
§ 13 Data protection
velvet space assures that the processing of personal data in the context of signing up to the portal or concluding a contract takes place in compliance with all applicable data protection regulations. The data protection information of velvet space can be found on the company website and in the portal.
§ 14 Change in range of services
- velvet space is authorized at any time to adapt the contents as well as the stated prices, these terms and conditions as well as other contractual conditions. In any case, velvet space will publish the changes on the portal and the website.
- All such changes do not apply to existing bookings or contracts of a user, but come into force only after publication and for subsequent matters.
§ 15 Final provisions
- Should one or more provisions of the Terms and Conditions be or become ineffective, this shall not affect the validity of the remaining provisions. The parties undertake, however, to enter into negotiations with the aim of replacing the ineffective provision with a provision equivalent or, if this is not possible, approximately equivalent to an economic result.
- The relations between velvet space and the user are exclusively subject to the law of the Federal Republic of Germany.
The place of jurisdiction is, as far as legally permissible, Munich.