Terms and Conditions
MSM McService Mallorca, as an independent division of CERNUNNOS MANAGEMENT INTERNATIONAL SLU, offers tailor-made services based on the General Terms and Conditions (GTC) for your company and natural persons. Our terms and conditions serve to secure all legal interests and to fulfil all information obligations. They include detailed information on services, prices, contract conditions, termination modalities and rights of withdrawal.
We attach great importance to clear and precise wording in order to ensure, among other things, that the T&Cs comply with the legal requirements.
1. Scope of Application
1.1 These terms and conditions apply to all contracts that MSM has concluded with its customers, in particular the provision of an office address as the company's registered office with all accompanying services such as the postal service and other services and deliveries by MSM.
1.2 A customer's terms and conditions shall only apply if this has been expressly agreed in writing in advance.
2. Conclusion of Contract, Contracting Party, Statute of Limitations
2.1 The contract is concluded upon acceptance of the Client's application by MSM.
MSM is free to confirm in writing the rental of office and/or event space as well as business and domicile addresses.
2.2 Insofar as a third party makes a rental on behalf of the Customer, the third party shall be jointly and severally liable to MSM for all obligations arising from the Rental Agreement, provided that MSM has received a declaration to this effect from the third party.
2.3 The customer is obliged to inform MSM of this without being asked to do so at the latest upon conclusion of the contract, provided that the use of the rented address is likely to endanger the smooth running of the business, the security or the reputation of MSM in the eyes of the public.
2.4 All claims against MSM shall generally become time-barred one year from the beginning of the knowledge-dependent regular limitation period. Claims for damages expire in five years, regardless of knowledge. The reductions in the limitation period do not apply to claims based on an intentional or grossly negligent breach of duty by MSM.
3. Services
3.1. Business and domicile addresses
By commissioning the business address and domicile service, the customer acquires the right to use the address provided by MSM as a business address during the term of the contract in business transactions (on letterheads, Internet pages, etc.). This includes the right to indicate the address as a business address in all business registrations and registration requests (e.g. business registration, tax registration, commercial register entries of partnerships and corporations). The customer must independently ensure that the use of the business address provided by Meet & Connect meets the commercial, tax and other legal or factual requirements for the commencement or continuation of his business activities or any commercial register entries or other approvals. The MSM assumes no liability for this.
The customer's company can be displayed at the customer's request and at the customer's expense, so that the business address can be found by third parties at any time.
3.2. Postservice
If MSM accepts mail from the customer, it forwards it to an address to be specified by the customer, for example scanned via e-mail. By providing appropriate equipment and informing the relevant service providers, it ensures that all consignments addressed to those at MSM's address reach it reliably. It cannot be held liable for any errors made by third parties such as the Spanish Post Office or service providers such as DHL, UPS, Amazon, etc.
The forwarding to the customer takes place depending on the agreed tariff. If the mail is opened by MSM personnel during this time, they ensure the greatest possible discretion and compliance with data protection regulations. All employees of MSM are contractually obliged to maintain confidentiality.
3.2. Telephone service
If MSM undertakes to provide the Client with one or more telephone numbers, there is no entitlement to the allocation of specific destination numbers or to the entry of these telephone numbers in public registers. MSM remains the owner of all rights and obligations to the destination numbers; in particular, the customer shall not be entitled to the provision of these telephone numbers after termination of the contract.
Any call forwarding that may be required from one of the customer's telephone numbers is not the subject of the contractual relationship with MSM.
If the scope of services of the selected tariff includes call answering with a standard message text, this text can be changed by the customer at any time. It can also include simple business transactions (order or order acceptance, provision of simple information), provided that they follow a predefined scheme that can be easily standardised for Meet & Connect. In this respect, the MSM reserves the right to limit the type and scope of the text to a level appropriate to the contractual relationship. Individual sales or consulting services on behalf of the customer by MSM employees are excluded in any case.
If the customer has booked separately for the services, MSM processes the calls after consultation with the customer. If an agreement is not possible in individual cases, MSM shall provide its services in accordance with the presumed will of the customer.
The MSM undertakes to take all reasonable measures to ensure that the aforementioned services can be provided at all times to the extent contractually agreed.
It ensures, among other things, through training of employees and other quality assurance measures, that the telephone transmission services and other services offered are always carried out with the greatest care. Nevertheless, it cannot be completely ruled out that information may be inadvertently understood or forwarded incompletely, unclear or incorrect in terms of content in individual cases. In order to provide the most comprehensive protection possible against any resulting damage, the additional cooperation of the customer is therefore indispensable. MSM cannot guarantee that it will not be prevented from providing its services (in good time) in individual cases due to force majeure or fault of third parties – for example, due to overloading of the telephone network. In this case, it undertakes to take all technically possible and reasonable measures to remove this obstacle as soon as possible.
3.3. Meeting, Conference and Event Rooms
MSM shall make conference rooms/meeting/event rooms available to the Client at its locations during normal business hours, subject to availability and on the basis of separate arrangements. Size and equipment depend on the respective price and service list.
If no rooms are available for a desired period, there is no entitlement to provision. However, the customer is entitled to preferential consideration for alternative dates. If the MSM has already confirmed a booking to the customer, it is entitled to assign the customer a room of equal or higher value instead of this room.
The Client undertakes to leave the premises punctually at the end of the agreed period of use. Exceeding the usage time is only permissible with the express consent of MSM and in this case against payment of the corresponding fee.
4. Duties and obligations of the customer
4.1. Responsibility
The customer agrees not to use the above services for any business or private activity that violates legal provisions of any kind. He must avoid any impression in legal and business transactions that business activities for which he is responsible are attributable to MSM or originate from it.
4.2. Organisation
The Client undertakes to inform MSM immediately if:
(a) the postal address provided by the applicant changes, or
b) he or a contact person/representative appointed by him cannot be reached by telephone for a period of more than one week and is otherwise unable to retrieve specific notifications for him.
He must independently ensure that the organisational and technical facilities through which he receives notifications (postal address, P.O. Box, mobile phone, fax machine, etc.) are accessible and ready to receive, and is solely responsible for ensuring that any call forwarding of his lines to the telephone numbers provided is correctly switched on.
If the customer fails to comply with his obligations under paragraph 1, MSM shall be released from the obligations without losing its right to consideration.
In addition, MSM is entitled to have the mail or documents intended for the customer destroyed at the customer's expense by a qualified document disposal company after the expiry of a storage period of six months after the first failed delivery attempt.
5. Remuneration for services
The service fee is based on the contractually agreed services in each case.
The list of services and prices or the offer of the MSM applies.
The service fee is exclusive of the applicable VAT, regardless of whether the client is entitled to deduct input VAT.
The customer is obliged to pay the applicable or agreed prices of MSM for the office/event rooms and the other services of the services of the business and domicile addresses used by him.
This also applies to third-party services arranged by the customer and expenses to third parties. A discount promised to the customer on the basis of a promotional measure or membership is taken into account in the price agreement.
If there is a period of more than four months between the conclusion of the contract and the performance of the contract and the statutory VAT changes during this period, the prices will be adjusted accordingly.
If the period between the conclusion of the contract and the performance of the contract exceeds four months and the price generally charged by MSM for such services increases, MSM may increase the contractually agreed price appropriately, but by a maximum of 5%.
For each additional year between the conclusion of the contract and the performance of the contract beyond the four months, the upper limit for the increase increases by a further 10%. Price changes are not taken into account.
The prices may also be changed by MSM if the customer subsequently requests changes to the number of rented office and/or event rooms, the rental period, number of persons or the planned additional services and deliveries and MSM agrees to this.
6. Billing, collection, backup
MSM is entitled to issue invoices to customers. These invoices are payable within 10 days of receipt of the invoice by the customer without deduction, unless otherwise agreed.
Long-term office rents are transferred by the customer via standing order to the account shown in the rental agreement.
In the case of customers with monthly recurring bills, the usage fee is collected via SEPA direct debit, which the customer must hand over to MSM correctly filled out when signing the contract and before moving into the rooms and authorises the MSM to collect the amounts. If the account does not have the required funds, there is no obligation on the part of the bank holding the account to redeem it. If it is not possible to carry out the direct debit procedure from a current account (e.g. in the case of clients based abroad), the client undertakes to pay the amounts according to the invoice receipt on time or to issue a direct debit authorisation from a credit card account. If a direct debit cannot be executed due to a lack of funds in the account or if the client initiates a return debit even though he is not entitled to do so, a lump-sum reimbursement of expenses in the amount of € 25.00 is due for the costs incurred for this. The customer is expressly permitted to prove that such damage did not occur at all or is significantly lower than this lump sum.
For each required reminder, a flat-rate reminder fee of – according to the valid price list – is due.
7. Withdrawal, cancellation policy, non-use of services
MSM grants the customer a right of withdrawal, which allows him to withdraw from the contract free of charge if all rooms are booked up to 5 weeks before the booked date, without triggering payment or compensation claims from MSM. Withdrawal must be made in writing.
In the event of a withdrawal by the customer after the aforementioned dates, the customer must pay the following time-dependent cancellation fees:
- up to 2 weeks before the booked date 30%,
- up to 1 week before the booked date 60% and thereafter 100% of the agreed price.
Customers who hold a Meet & Connect basic membership contract pay 15% each, and customers pay lower cancellation fees. This lump-sum claim for damages does not include the additional services booked. With regard to the additional services booked, the cancellation conditions of the respective third-party providers apply.
The customer is free to prove that this lump-sum claim for damages did not arise or did not arise in the amount claimed.
A withdrawal by the customer from the contract concluded with MSM requires the written consent of MSM. If this is not done, the agreed price from the contract must be paid in full even if the customer does not make use of the contractual services. This shall not apply in the event of a breach of MSM's obligation to take into account the rights, legal interests and interests of the Client, if the Client can no longer be expected to adhere to the contract or if he is entitled to any other statutory or contractual right of withdrawal.
In the case of office and event rooms not used by the customer, MSM must offset the income from renting the premises elsewhere as well as the saved expenses.
8. Right of withdrawal of MSM
With regard to the customer's right of withdrawal free of charge, MSM is entitled to withdraw from the contract during this period if there are inquiries from other customers about the contractually rented premises and the customer does not waive his right to withdraw from the contract upon request from MSM. This applies accordingly if an option is granted, if there are other enquiries and the customer is not willing to make a firm booking when asked by Meet & Connect. In these cases, MSM is entitled to provide the customer with an equivalent room.
If an agreed or demanded advance payment or security (deposit) is not made even after the expiry of a reasonable grace period set by MSM, MSM is also entitled to withdraw from the contract.
Furthermore, MSM is entitled to withdraw from the contract extraordinarily for objectively justified reasons, for example if:
– force majeure or other circumstances for which MSM is not responsible make the performance of the contract impossible;
– services are booked with misleading or false information about material facts, e.g. in the person of the customer or the purpose;
– MSM has reasonable grounds to believe that the use of the services may jeopardise the smooth operation of the business, the security or the reputation of MSM in the eyes of the public, without this being attributable to MSM's sphere of control or organisation;
MSM can prevent or cancel unauthorized sales and similar events.
In the event of a justified withdrawal from MSM or the prevention of an unauthorised event in accordance with the Customer's claim to damages.
9. Provision of office and event rooms, handover, smoking ban
The customer does not acquire any claim to the provision of specific office and event rooms.
The booked premises are available to the customer from 15 minutes before the agreed time of use with the agreed equipment. The customer is not entitled to an earlier provision. Unless a later arrival time has been expressly agreed, the premises in question have been paid for in advance or, in the case of an agreed all-day use, a delay has been notified by the Client, MSM shall have the right to allocate the booked premises to another person one hour after the start of the booked time, without the Client being able to derive a claim against MSM from this. There is no obligation to award the contract to someone else. In these cases, Meet & Connect is entitled to provide the customer with an equivalent room.
Smoking is not permitted inside the rented office and event spaces, including the lounge. The customer is obliged to inform his business partners or guests of this smoking ban.
When renting office and event rooms for a period of one week or more, MSM will provide the customer with a key for each of the booked premises.
10. Return of office and event rooms
At the agreed end of use, the rented office and event rooms must be vacated and made available again no later than 15 minutes after the end of the agreed rental period. A follow-up rental to the customer is only possible if the room has not been rented out to another person.
In the event of late vacation of the office and event rooms, MSM may charge the full rental price for the exceeded time for their use beyond the contract. Contractual claims of the customer are not established by this. He is free to prove that MSM has not received any or a significantly lower entitlement to a usage fee. MSM reserves the right to assert further claims for damages in individual cases.
If the customer does not return a key received at the end of the agreed rental period or reports the loss of the key, MSM is entitled to have the locking cylinder of the doors in question replaced and to charge the customer for the costs for this.
Exhibits or other items brought along must be removed immediately at the end of the agreed rental period. If the customer fails to do so, MSM may carry out the removal and storage at the expense of the customer. If the items remain in the office or event space, MSM may charge appropriate compensation for use for the duration of their stay. The customer is free to prove that the aforementioned claim did not arise or did not arise in the amount claimed.
Other items left behind or forgotten by the customer will only be forwarded on request, risk and expense of the customer. MSM will keep the items for three months, after which they will be handed over to the local lost property office if there is a recognizable value.
11. Liability of MSM
MSM is liable for its obligations under the lease agreement with the diligence of a prudent businessman. Claims by the customer for damages are excluded. Excluded from this are damages resulting from injury to life, limb or health if MSM is responsible for the breach of duty, as well as other damages that are based on an intentional or grossly negligent breach of duty by MSM as well as damages that are based on an intentional or negligent breach of typical contractual obligations on the part of MSM.
A breach of duty by MSM is equivalent to that of a legal representative or vicarious agent. In the event of damages in connection with additional external services, MSM shall not be liable for breaches of duty thereof.
Should malfunctions or defects occur in MSM's services, MSM will endeavour to remedy the situation if the customer becomes aware of them or upon immediate complaint. The customer is obliged to do what is reasonable to remedy the malfunction and to keep any possible damage to a minimum. In all other respects, the customer is obliged to inform MSM in good time of the possibility of an exceptionally high loss occurring.
Exhibition and presentation items, including personal belongings, are located in the rented office and event rooms at the customer's risk. MSM accepts no liability for loss, loss or damage, including financial losses. A custody contract for items brought in requires an express written agreement.
Messages, mail and consignments of goods for customers are handled with care.
MSM will take care of the delivery, storage and, if desired, forwarding of the same for a fee.
12. Liability of the customer for damages
If the customer is an entrepreneur, he is liable for all damage to buildings and inventory caused by event participants or visitors, employees and other third parties from his area or himself. This applies mutatis mutandis if the customer is a legal entity under public law, party or trade union.
For larger events, MSM may require the customer to provide appropriate collateral (e.g. insurance, deposits, sureties).
13. Credit Reports
The customer agrees that MSM may obtain information about him from the credit agency responsible for him or comparable credit agencies – and, in the case of legal entities, from the legal representative(s). If data is generated due to non-contractual processing (e.g. requested dunning orders in the case of undisputed claims, enforcement orders issued, enforcement measures), it may transmit this data to the aforementioned organisations, insofar as this is permissible after weighing up all the interests involved and the interests of the client worthy of protection are not impaired as a result. The same applies in the event of a change in his address data.
Upon request, the MSM shall inform the Client whether and to which of the above-mentioned organisations it has provided information and what their addresses are.
The client has a right to information directly against the aforementioned organisations as to what data about him or her is stored there.
14. Final Provisions
Changes or additions to the contract, the acceptance of applications or these terms and conditions for the rental of office and event rooms must be in text form in order to be effective. Unilateral changes or additions by the customer are ineffective.
Place of performance and payment is Palma de Mallorca.
The exclusive place of jurisdiction – also for cheque disputes – is Palma de Mallorca in commercial transactions.
Spanish law applies. The application of the UN Convention on Contracts for the International Sale of Goods and the conflict of laws law is excluded.