Standard Terms and Conditions of Aviation Quality Services (AQS)

(excluding services provided under an IATA accreditation related to IOSA, ISAGO, ISSA program services excluding IS-BAO audits under accreditation)

Standard Terms and Conditions (excluding services provided under an IATA accreditation related to IOSA, ISSA program services)

  1. Acceptance
    Any written quote for any services will remain open for acceptance for two (2) months from the date of dispatch and thereafter will lapse unless otherwise stated in writing.
  2. Agreement
    These terms and conditions form an integral part of the agreement between AQS and the Client. In all cases, the completion of an application form or written acceptance of a quote is deemed to constitute confirmation of acceptance of a course or service. The Code of Ethics and Conflict of Interest Policy of AQS constitute an integral part of these Standard Terms and Conditions. The services may be subject to terms and conditions laid down in a separate contract between AQS and the Client. Should no such contract exist, the terms and conditions of service defined in these Standard Terms and Conditions shall apply.
  3. Payment
    • All major credit/debit cards and bank transfers are acceptable methods of payment. The requested amount shall be transferred to AQS’ bank account:
      Deutsche Bank Köln
      IBAN: DE78 3707 0060 0175555200
      SWIFT/BIC: DEUTDEDKXXX
    • Payment for any service is due 30 days prior to the beginning of the event or upon invoice receipt (e.g. in-house training course fees, audit fees other than those under the IATA program or any other service fees), unless otherwise agreed in writing in the quotation. The payment for variable costs (e.g. travel costs, hotel costs, visa costs, local transportation), if applicable, will be invoiced separately after the conduct of the project.
    • All charges and fees quoted are net of value added tax (VAT) or any other sales or withholding tax and are payable in the currency quoted.
    • All products and reports remain the property of AQS until paid in full.
    • Payments must be made without any set-off or counterclaim. If the Client is required by law to deduct or withhold any amounts from any payment hereunder, it shall do so and the sum due from the Client in respect of such payment will be increased to the extent necessary to ensure that, after deducting or withholding any such amounts, AQS receives and retains (free of any liability in respect of any such amounts deducted or withheld) a net sum equal to the sum it would have received and retained had no deduction or withholding been required. The Client shall provide to AQS a withholding tax certificate documenting the payment to the relevant governmental authority.
  4. Tax Policy
    1. Prior to the start of the service or event, AQS may consult tax advisers on local tax issues. In the event additional taxes apply under local law, which may have to be borne by AQS, AQS reserves the right to adjust the quoted price accordingly or to cancel the service or event.
    2. The tax clause under section 5 below these Standard Terms and Conditions shall apply and take precedence where applicable.
  5. Language
    If not otherwise stated, the official language for all written and oral communications relating to the services is English. The Client agrees to arrange and pay for local linguistic support, if required. If the Client requires an interpreter, internal staff from another department may act as an interpreter or AQS can arrange for an external interpreter. In the latter case, the costs would be charged to the Client.
  6. Client's Obligations
    1. The Client shall ensure that AQS’ expert is covered under the Client’s existing liability insurance for the duration of the on-site event at the Client’s premises.
    2. During the term of the contract, the Client shall grant AQS free access to the premises and the information records as well as any other material AQS may require for the provision of the service.
    3. The Client shall secure and otherwise safeguard all property of AQS.
    4. The Client shall make available appropriate personnel to liaise with AQS.
    5. The Client shall not attempt to solicit personnel from AQS, to include employed as well as contracted personnel acting on behalf of AQS. The afore mentioned obligation is binding for all types of work scopes, including all operational areas in aviation as well as the areas of safety, quality and compliance, to include other industries. The obligations of the Client, its parent companies and/or affiliates shall survive the termination of the contract for a period of three years.
    6. To maintain a safe working environment amidst the COVID-19 outbreak and other unforeseeable events, the Client should ensure that the necessary health precautionary measures and guidelines from the relevant authorities are observed. This includes but not limited to:
      • The use of protective equipment such as face masks covering the nose and mouth while onsite.
      • Minimum distance between persons shall be ensured. If possible, physical barriers, such as plastic or plexiglass dividers, and floor stickers can be used to help guide persons on where to walk/stand to maintain the recommended distance.
      • Regular hand washing or using of alcohol-based sanitizers.
      • Regular sanitization of frequently touched surfaces. Ensure the availability of disinfection solutions in all rooms.
      • Taking the necessary steps to improve ventilation in the building or rooms that will be used while on-site.
  7. AQS’ Obligations
    AQS shall provide the services with reasonable care and skill to the best of its ability and with diligence and care in accordance with custom and usage in the aviation field and internationally accepted standards and practices
  8. Subcontracting & Replacements
    1. AQS is entitled to engage subcontractors without the prior consent of the Client.
    2. AQS may at its discretion replace assigned personnel, in which case, however, AQS shall notify the Client in advance.
    3. During the period of assignment to the Client, AQS’ experts shall remain employees of AQS or the subcontractor.
  9. Reservation and postponement of services
    If the Client expresses any preference concerning specific time slots for holding an event, AQS will tentatively reserve the requested dates, but can only confirm them once the signed quote or contract has been sent to AQS’ headquarters, which must be done in due time prior to the planned on-site event. If the signed contract is not received in due time at AQS’ headquarters, AQS may reschedule the dates for the next available time slot.
  10. Termination
    A party may terminate the contract prior to the expiration of the contract term for any of the following reasons:

    A party shall promptly notify the other party in writing of the occurrence of any of the events described in clause 10 which may affect it. Failure to do so shall be deemed a material breach of the contract. Upon a party’s receipt of a request to cure from the other party, that party shall use its best efforts to cure the breach described in such notification within five (5) days thereof.
    Termination of the contract by a party shall be without prejudice to that party’s other rights and remedies thereunder.

    1. The other party becomes insolvent, assigns all or part of its assets for the benefit of creditors, or upon the filing of any petition in bankruptcy, be it voluntary or involuntary;
    2. A petition is presented to wind-up the other party (and the petition is not discharged within seven (7) days) or to appoint an administrator;
    3. A meeting is held by the other party’s shareholders at which it is decided to wind-up that party;
    4. A receiver, administrative receiver, administrator, trustee or liquidator is appointed to dispose over all or part of the other party’s assets or;
    5. A legal person holding security takes possession of all or part of the assets or business of the other party;
    6. The other party is in material breach of its obligations under the contract and if such breach continues for more than five (5) days following the breaching party’s receipt of a written request by the non-breaching party to cure performance; or
    7. The other party fails to discharge its contractual obligations or acts to jeopardize the due and proper discharge of its contractual obligations.
  11. Force Majeure
    AQS shall not be liable for any failure to perform any obligation under any contract which is due to an event beyond the control of AQS including but not limited to any act of God, terrorism, war, political insurgence, insurrection, riot, civil unrest, act of civil or military authority, governmental sanctions restrictions, uprising, earthquake, flood or any other natural or man-made eventuality outside of its control, which would serve as grounds for termination of any contract entered into and which could not have been reasonably foreseen.
    Any party affected by such event shall notify the other party thereof without undue delay and shall use all reasonable efforts to comply with the terms of the relevant contract.
    AQS shall be within its rights to discontinue its services, refuse to sign a contract or enter into any cooperation with the Client in a country against which an advisory has been issued by the German Federal Foreign Office (Auswärtiges Amt) in its official reports or by the Lufthansa Corporate Security Department after a safety assessment.
  12. Bookings of accommodation, transportation and visas
    Unless otherwise stated, the Client shall be responsible for booking all hotel and travel reservations (incl. all changes or cancellations). For in-house events, confirmed business class tickets for long-haul flights (4+ hours) and at least an internationally recognized 4-star airline hotel are required. Incidental hotel charges shall be borne by the Client. AQS will not assume liability for commitments arising from hotel reservations.
    The Client is responsible for eventual costs arising from travel restrictions including, but not limited to, insurance policies, medical checks, tests, quarantine and/or other associated measures.
    The Client shall take care of the expert’s entry visa and related formalities such as work permit and reporting to the Security Office, Immigration Office or local police station if required. The entry visa must either be issued upon arrival of the expert following prior announcement of visa dates to Client or in advance. If applicable, the Client shall be responsible for any fees incurred for visas.
    Ground transportation shall be provided for AQS’ experts or the Client’s employees attending one of AQS’ public training courses to and from duty at all places of their assignment at Client’s own cost.
    If any support is needed from AQS, AQS’ responsible department will assist in any bookings.
  13. Exclusions and Limitations of Liability
    AQS, its personnel and its subcontractors shall not be liable for any direct or indirect damage to, or loss of property, including aircraft, or injury to or death of or any other damage sustained by the Client, its personnel, agents or third parties, due to or in connection with or as a consequence of the performance or non-performance of work under these Standard Terms and Conditions, unless caused by willful misconduct or gross negligence of AQS' personnel and the Client shall indemnify and hold harmless AQS, its personnel and its subcontractors against any and all such claims, including costs and expenses incidental thereto. In any case AQS will not be liable for any consequential damages and its liability under this Agreement shall be limited to the amount received by AQS for services already performed in the course of the project as at the time the damage occurred.
    The Client will be responsible for and insofar will indemnify and hold harmless AQS, its directors, officers employees and freelancers acting on behalf of AQS and third parties against all liabilities, damages and losses to property, costs and expenses for injury to or death of directors, officers, employees of AQS or freelancers acting on behalf of AQS or any third party, caused by gross negligence or willful misconduct of the Client, its directors, officers or employees during the term of the contract.
  14. Privacy Statement
    AQS is committed to protect privacy. Authorized employees within the company may use the Client’s information on a need-to-know basis only.
  15. Data Protection

    AQS uses the personal data provided by the Customer for the purpose of processing the Agreement or registration (e.g. name, address, payment data) exclusively for the purpose of fulfilling and processing the Agreement. Customer data will not be passed on to third parties except for the purpose of executing the agreement.

    At any time and without charge, the Customer may have the stored data queried, changed or deleted by AQS. Any consent given can be revoked at any time.

    More details can be found at /web/lufthansagroup-quality-services/privacy-policy

  16. Right to information
    The Client has the right to inspect and request copies of any and all of Client’s records kept by AQS, provided that AQS is given reasonable advance notice thereof. The Client is requested to retain copies of any literature issued in relation to the provision of AQS services. Where appropriate, AQS shall provide the Client with appropriate written information, handouts or copies of records as part of an agreed contract.
    At the Client’s request, AQS will inform the Client whether AQS is storing any of the Client’s personal data and, if so, which data these are. AQS endeavors to accurately record and keep personal data up to date. However, should the Client's stored personal data nevertheless be incorrect, AQS will correct it at the Client's request.  
  17. Applicable law and jurisdiction
    The terms of the service shall be governed by and construed in accordance with the laws of the Federal Republic of Germany. The courts of Frankfurt am Main shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with the contract or its subject matter or formation.
  18. Survivorship
    In the event of termination or expiration of this Agreement, the terms and conditions set forth in this Agreement that by their sense and context are intended to survive the performance hereof shall survive and remain in full force and effect, including without limitation the terms and conditions set forth in Sections 5 (Payment), 9 (Exclusions and Limitations of Liability), 12 (Data Protection), and 14 (Applicable law and jurisdiction).

Special Terms and Conditions for Audits other than IOSA, ISSA certification or re-certification audits

  1. Audit program
    The audit shall be conducted according to agreed audit processes and procedures as agreed by the parties to the contract.
     
  2. AQS’ obligations
    AQS shall ensure that the Client is appropriately informed when the audit objectives are not attainable. Weaknesses and areas of improvement are determined based on a comparison with defined criteria. Findings will be generated against defined criteria based on objective evidence. Once the consulting services have been completed, the Client will be provided with a written report. This report shall be deemed legally accepted if it is not rejected within one week in writing by the Client. With regard to all information, data, documents, etc. made available to AQS by the Client, AQS assumes these to be correct and is not obliged to verify them. Consequently AQS is not responsible for any incorrect results in relation to the consulting service performed for the Client as far as these results are due to incorrect data material furnished by the Client.
    Gap Analysis: Due to circumstances beyond AQS' control, AQS makes at no point claims, promises or guarantees about the completeness of the identification of potential non-conformities. The analysis only represents a snap-shot of answers, documents, records etc. presented to AQS at a specific point in time.
     
  3. Client’s Obligations
    It is the Client’s responsibility to submit to AQS at the beginning of its services without undue delay and free of charge all information, documents, data etc. that AQS deems necessary for the performance of such services. The same applies to all information, documents and data produced or obtained by the Client during the course of the projects.
     
  4. Modifications of contractual performances
    If in the course of the project AQS becomes aware of the fact that it is necessary or advisable to modify the contractual performances, the parties will come to an agreement regarding such modifications. AQS will submit a written proposal concerning the suggested alterations. If the Client fails to substantiate in writing any possible misgivings it may have and propose economically equivalent alternatives within 14 days of receipt of AQS’ proposal, AQS’ proposal shall be deemed approved by the Client.
     
  5. Additional man-days
    The amount of additional man-days should be agreed via e-mail with AQS’ headquarters. In this case this Agreement will be extended automatically for the agreed additional man-days. The fee as mentioned under variable costs “Auditor day” according to the quote will apply.
     
  6. Audit dates
    The event must be scheduled at least 30 days prior to the start date of that event. The quote is subject to availability of auditors for the desired dates.
     
  7. Term of validity
    This Agreement shall enter into force upon signing by both parties and shall remain valid until the service has been rendered in full.
    It may be terminated by either party for good cause only subject to written notice. Failure to pay AQS in due time shall constitute good cause to terminate this Agreement immediately, without further responsibility.
    In this case AQS will receive from the Client the remuneration for services already rendered until the date of receipt of the written notice, and in addition 10% of the remaining contract fee. The Client is further obligated to reimburse all expenses incurred by AQS in the performance of its obligations under this Agreement, in particular but not limited to costs related to the return of AQS experts, fees of subcontractors and verifiable expenses.

Special Terms and Conditions for Training Courses

  1. Booking a Training Course
    To book an AQS course the Client must submit an online registration. By doing so, the Client accepts these terms and conditions as stipulated and binding; and confirms attending the AQS course (subject to availability). AQS will confirm receipt of Client’s booking in writing.
     
  2. Course fee
    All fees on the AQS website are current at the time of booking. However, AQS reserves the right to change them. The course fee confirmed in writing by AQS in accordance with clause 1 above (Booking a Training Course) shall be binding.
    In any event, AQS reserves the right to refuse admission to the training course and facilities if payment has not been received prior to the start.
    Fees for public training courses cover course materials, refreshments, examination and evidence of qualification (certificate) upon successful completion or a certificate of attendance and exclude all other meals, accommodation and transportation.
    Fees for in-house training courses cover the instructor, course materials, examination and evidence of qualification (certificate) upon successful completion or a certificate of attendance and exclude training facilities (e.g. training room and equipment), meals, refreshments, accommodation and transportation unless otherwise stated.
    The fees are stated in Euros.
     
  3. Payment of Course Fees & AQS’ Rights
    1. Payment of a booking for a public training course is due immediately following the online registration. Course fees can be settled either online at the end of the registration process or via bank transfer upon receipt of the invoice.
    2. The invoice will be sent electronically by e-mail.
    3. AQS reserves the right to cancel the booked seat or give it to another participant if fees are not paid on time.
       
  4. Course dates
    In-house training courses shall be scheduled at least three weeks prior to the beginning of the training course. The quote is subject to availability of trainers for the desired dates.
     
  5. Course material
    AQS will provide the training course material in English for public training courses. Generally, the training course material for in-house training sessions is in English as well, unless otherwise stated in the quote. The training course material for public and in-house training courses will be provided either in electronic format, unless otherwise agreed in writing.

    For in-house training courses, it is the Client’s responsibility to advise AQS should they require any form of customization for their training, e.g. specific case studies, etc. Otherwise, the course will be delivered in line with the standard syllabus.

  6. Rescheduling Training Course Bookings
    1. Once booked, a training course may be rescheduled to a later or earlier training date within the same calendar year one time only for no extra charge. However, the Client shall provide a specific reason for such rescheduling. This notice needs to be given at least 21 calendar days prior to the commencement of the training course.
    2. If the Client fails to attend the rescheduled training course, the course fee shall not be subject to refund or if not paid, remains payable in full.
    3. AQS will charge the Client in case of any additional costs arising as a result of rescheduling (e.g. rebooking or cancellation fee for flights or accommodation, etc.).
       
  7. Cancellation
    1. AQS reserves the right to cancel the event at any time and if good cause exists, such as e.g. an event of force majeure occurs or the minimum number of participants for an AQS public training course could not be obtained.
    2. In case of a cancellation, AQS will notify the Client in writing (e-mail or by other means) or by phone about two weeks prior to the training event and the paid course fee will be refunded to the Client.
    3. AQS is not liable for any expenses incurred by the Client if a course is cancelled for good cause.
    4. Notice of cancellation by the Client must be received by AQS in writing at least 21 calendar days prior to the commencement of the training course (e-mail is an acceptable means for such a notification). Alternatively, someone else can attend in the Client’s place without incurring any extra cost.
    5. If no replacement for a public training course is available, the following cancellation conditions shall apply for public events:
      • Cancellation is free of charge until 21 calendar days prior to the commencement of the training course.
      • 50% of the training course fee will be charged in case of cancellation less than 21 days prior to the commencement of the course.
      • The whole amount will be due on cancellation less than 7 days prior to the commencement of the training course or in the case of no-shows.
      • Additionally, all cancellations of training courses paid by credit card will incur a charge of 4% of the course fee in order to cover the credit card transfer expenses.
    6. For in-house events at the Client’s premises the whole amount shall be due with immediate effect if the Client cancels the event after the contract has been signed.
       
  8. Changes to the training course
    AQS’ training courses are constantly updated and improved and AQS reserves the right to alter any of the courses’ content, the venue or the assigned trainer without prior notice.
     
  9. In-house training course
    The Client shall provide AQS with such cooperation, assistance and facilities, as AQS reasonably requires for the execution of the training event. The Client shall ensure that, as a minimum requirement, the training facilities are kept at a comfortable temperature, have sufficient lighting and ventilation and are equipped with:
    1. Marker board or flip charts and writing implements
    2. Projector and screen
    3. Classroom or teaching space with desks/writing surfaces
    4. Adequate toilet facilities

    The Client shall preferably provide free Internet access at the facilities during the training.

  10. Remote Training
    Our standard terms and conditions for classroom training also apply for remote training. In case public classroom training is converted to remote training, participants will be informed ahead of time to verify their attendance. Verbal confirmation is sufficient to transfer the registration from classroom training to the remote session.

    You accept and acknowledge that Aviation Quality Services GmbH cannot be held responsible for any delay or disruptions to your access to the remote training as a result of such suspension of any of the following:

    • the operation of the internet and the world wide web, including but not limited to viruses;
    • any firewall restrictions that have been placed on your network or the computer you are using to access the course;
    • failures of telecommunications links and equipment; or
    • updated browser issues.

     If Aviation Quality Services GmbH is responsible for extreme technical difficulties arising throughout the training, we will reschedule up to one day to cover the material affected by this.

  11. Training Incentive 

    All offered aviation training incentives are subject to the availability of the courses in our training portfolio. The incentives will be granted as soon as the audit agreement has been signed, or as stated otherwise. Kindly note that they are not refundable or exchangeable and not combinable with other discounts. The training incentives expire within one year of signing the audit agreement unless stated otherwise, and must be used at your discretion. It is the Client’s responsibility to advise AQS when they would like to redeem any incentive.

  12. Modifications of contractual performances
    If in the course of the project AQS becomes aware of the fact that it is necessary or advisable to modify the contractual performances, the parties will come to an agreement regarding such modifications. AQS will submit a written proposal concerning the suggested alterations. If the Client fails to substantiate in writing any possible misgivings it may have and propose economically equivalent alternatives within 14 days of receipt of AQS’ proposal, AQS’ proposal shall be deemed approved by the Client.
     
  13. Venues
    AQS does not accept any responsibility for the loss of or damage to personal property at the venue unless caused by willful misconduct or gross negligence on the part of AQS staff or subcontractors.
     
  14. Client’s Obligations
    It is the Client’s responsibility to submit to AQS at the beginning of its services without undue delay and free of charge all information, documents, data etc. that AQS deems necessary for the performance of such services. The same applies to all information, documents and data produced or obtained by the Client during the course of the projects.
     
  15. AQS Quality Card
    Clients who have completed one of AQS’ open training courses for the first time, automatically qualify for the AQS Quality Card. Holder of the cards receive a 10% discount for every registration to our public AQS training courses. The card bears the client’s name and an individual discount code. Every time the client books a training course online, the discount code can be entered into the booking form, with which the client will receive the 10% discount. The client's name and discount code are stored to identify them as an individual and grant access to the special rate. The card holder may withdraw from the loyalty program at any time at no cost by sending an e-mail to contact@AQS.email. AQS reserves the right to resign this special offer at any time without specification of any reasons. 
     

  16. Prohibition of Recording and Transmission
    You are not authorised to:

    • record on video or audio tape, relay by videophone or other means the online course for any commercial or private purposes
    • upload, broadcast, post, transmit or distribute any of the course content without prior written permission. 

Special Terms and Conditions for any other Services

  • Audit program
    The event shall be conducted according to agreed processes and procedures as agreed by the parties to the contract.
     
  • AQS’ obligations
    AQS shall ensure that the Client is appropriately informed when the consulting objectives are not attainable. Weaknesses and areas of improvement are determined based on a comparison against specific regulations and the results are based on objective evidence discovered during the consulting. Once the consulting services have been completed, the Client will be provided with a written report. This report shall be deemed legally accepted if it is not rejected within one week in writing by the Client. With regard to all information, data, documents, etc. made available to AQS by the Client, AQS assumes these to be correct and is not obliged to verify them. Consequently AQS is not responsible for any incorrect results in relation to the consulting service performed for the Client as far as these results are due to incorrect data material furnished by the Client.
    Gap Analysis: Due to circumstances beyond AQS' control, AQS makes at no point claims, promises or guarantees about the completeness of the identification of potential non-conformities. The analysis only represents a snap-shot of answers, documents, records etc. presented to AQS at a specific point in time.
     
  • Client’s Obligations
    It is the Client’s responsibility to submit to AQS at the beginning of its services without undue delay and free of charge all information, documents, data etc. that AQS deems necessary for the performance of such services. The same applies to all information, documents and data produced or obtained by the Client during the course of the projects.
     
  • Modifications of contractual performances
    If in the course of the project AQS becomes aware of the fact that it is necessary or advisable to modify the contractual performances, the parties will come to an agreement regarding such modifications. AQS will submit a written proposal concerning the suggested alterations. If the Client fails to substantiate in writing any possible misgivings it may have and propose economically equivalent alternatives within 14 days of receipt of AQS’ proposal, AQS’ proposal shall be approved by the Client.
     
  • Additional man-days
    The amount of additional man-days should be agreed via e-mail with AQS headquarters. In this case this Agreement will be extended automatically for the agreed additional man-days. The fee as mentioned under variable costs “Auditor day” according to the quote will apply.
     
  • Consulting dates
    The event must be scheduled at least 30 days prior to the start date of the event. The quote is subject to availability of auditors for the desired dates.
     
  • Term of validity
    This Agreement shall enter into force upon signing by both parties and shall remain valid until the service has been rendered in full.
    It may be terminated by either party for good cause only subject to written notice. Failure to pay AQS in due time shall constitute good cause to terminate this Agreement immediately, without further responsibility.
    In this case AQS will receive from the Client the remuneration for services already rendered until the date of receipt of the written notice, and in addition 10% of the remaining contract fee. The Client is further obligated to reimburse all expenses incurred by AQS in the performance of its obligations under this Agreement, in particular but not limited to costs related to the return of AQS experts, fees of subcontractors and orders placed.

Tax clause for any service contract – AQS as service provider

  1. Definitions and Abbreviations
    1. Excluded Taxes
      (a) Taxes based on income, capital gains, net worth or property payable by AQS to any tax authority in Germany due to AQS’ business in Germany; or (b) Taxes for which AQS becomes liable by reason of its willful misconduct or gross negligence.
    2. Taxes
      Any and all present and future taxes, duties, withholdings, levies, assessments, imposts, fees and other governmental charges of all kinds (including without limitation, any value added or similar tax and any stamp, documentary, registration or similar tax) and any amount treated as such whenever created or imposed and whether of the government of Germany or elsewhere and whether imposed by a local, municipal, governmental, state, federal or other body and will include, without limitation, all fines, penalties, costs, charges and expenses payable in connection with any failure to pay or delay in paying same (except and to the extent that any such fines, penalties, costs, charges and expenses arise as a result of acts or omissions or delay of AQS) but not “Excluded Taxes”, and references to "Taxes" will be construed accordingly.
    3. Value Added Tax
      Sales tax or value added tax on any goods and services, sales or turnover tax, customs duties, imposition or levy of a similar nature including, without limitation, value added tax payable under the German VAT Act of 1993 as amended or supplemented from time to time.

     

  2. Taxes
    1. All prices under this Agreement are net of any Value Added Tax or similar tax on value or turnover payable in respect thereof, which tax, if any, will be payable by Client in addition thereto and at the same time. Subject to this clause 2.1, all payments made by the Client under this Agreement shall be gross amounts, without any tax deductions or withholdings of a similar nature.
    2. Payments must be made without any set off or counter claim. If the Client is required by law to deduct or withhold any amounts from any payment hereunder, it shall do so and the sum due from the Client in respect of such payment will be increased to the extent necessary to ensure that, after deducting or withholding any such amounts, AQS receives and retains (free of any liability in respect of any such amounts deducted or withheld) a net sum equal to the sum it would have received and retained had no deduction or withholding been required. The Client shall provide to AQS a withholding tax certificate documenting the payment to the relevant governmental authority.
    3. AQS shall be responsible for Excluded Taxes. The Client shall assume full responsibility for and indemnify and hold harmless AQS on AQS’ demand against any and all Taxes and customs duties of any nature whatsoever which may arise from this Agreement and the transaction, acts, events and circumstances envisaged thereby and with respect to receipts of AQS hereunder. In the event any such Taxes or customs duties are recoverable, AQS shall use reasonable efforts to recover such Taxes or customs duties paid.

These Terms and Conditions form an integral part of the Agreement between the Client and AQS. By accessing AQS’ website and/or booking a course or entering into a contract for services, the Client indicates that it understands and accepts these Standard and Special Terms and Conditions and the Disclaimer Notice contained herein. The Client’s statutory consumer rights shall remain unaffected.

 

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