1. General remarks
Our General Standard Terms and Conditions are valid for all our customer’s orders, for enterprises, legal persons under public right and public-law special funds, and in the same way for all business activities in the future in the current version. These Terms and Conditions become component of the contract at the moment of first knowledge by the customer, at the latest with our written order confirmation, and are accepted by our customers. General Standard Terms and Conditions of the customer are only valid if we have agreed to them in writing.
2. Order placement
Offers made by vorgespräch are binding within the period mentioned in the offer. If no period is indicated, the offer remains valid for one month, beginning on the day of the offer. The order can be placed in oral or in written form. In any case, orally placed orders are confirmed in writing and are considered to be placed in legally effective manner if they are not immediately revoked by the customer (that is three days at the latest after receipt of the order confirmation). We are not liable for delays or execution defects arising from incomplete order transmission or order placement.
3. Execution of the order
The customer undertakes to support vorgespräch as much as possible in executing the order and to provide the necessary conditions concerning that execution within his sphere of influence. Especially included here are the punctual provisions of information and the persistent coordination with all participants of the projects. The contract partners oblige to keep reciprocal loyalty. They inform one another immediately about all circumstances which may occur during the order execution and which can take influence in the handling.
4. Termination of the order
An order can be cancelled by vorgespräch and by the customer at any time in writing within a period of 7 days. If an order is subdivided into explicitly defined performance phases respectively time phases the cancellation only can be made by keeping the seven-day-deadline referring to the end of such performance phase resp. time phase. The expenses occurred until the effectiveness of the cancellation and the lost profits have to be paid completely by the customer to vorgespräch.
The remuneration of the services given by vorgespräch is subdivided into remuneration and expenses. According to the form of the project we calculate the remuneration on base of global prices, daily rates or rates per hour. The details in the offer are decisive. All personal costs, operating costs and administrative costs are included in the remunerations tariffs. The following costs are not included: training costs which are necessary to execute the order, material, duties and fees, cost and travel expenses caused directly by the customer. These costs are invoiced in addition and according to their real amount. All prices are net prices plus legal VAT according to the legal circumstances at that moment. Projects which extend over a longer period are invoiced by vorgespräch in a monthly manner or according to the tasks. The rhythm of invoicing is stipulated in the order confirmation.
6. Terms of payment
Our invoices have to be paid within 14 days after invoicing without any deduction, if no different terms have been stipulated between the customer and us.
7. Execution of projects
If the beginning or the execution of a project delays because of force majeure or similar events not being within our scope of influence the deadlines for the execution are extended in reasonable manner. We also have the right to withdraw from the contract without the right for the customer to claim reimbursement. Already paid project remunerations are reimbursed in those cases in proportional manner if services still have not been executed by us. In order to prove the services executed by us our internal notices are decisive. At wish, we inform the customer about these notices. If the event is lasting more than four months, the customer is, after a reasonable extension period, entitled to withdraw from the contract as far as it concerns the still not fulfilled part of it.
8. Reservation of changes
At any time we are entitled to make modifications or changes according to the stipulated project course. If, in case of an essential deviation, the customer doesn’t agree to the modified contract conditions, he has to inform us about that in writing. In those cases the customer has the right to cancel the contract within 14 days after receipt of such information. If the customer exercises that right, there is no claim to reimbursement according to remunerations which already occurred from services executed by our company.
Reclamations have to be notified in writing and within 14 days after the end of a project. If the claims are justified, we have the right to choose between deducting the loss of efficiency from the invoice amount or arranging a rectification without any cost for our customer and within a reasonable period.
We cannot undertake liability for circumstances being outside our influence. The same is valid for subsequent damages of the customer like lost profits, work failure, travel or hotel expenses. Although we prepare and arrange our project material with greatest care, mistakes cannot completely be excluded. So we cannot undertake liability for incorrect details in project materials and their consequences, if we have not caused the damage intentionally or in grossly negligent manner or if we have not violated an essential contract duty.
- 11. Project material
No part of the documents we hand over to the customer during the course of a project is allowed to be copied or passed on in any way without our previous approval in writing. If, within the scope of a projects material, media for the lessons or software products of third parties are utilized, the customer has the duty to observe the handing over conditions and especially is not allowed to make copies. If the customer, his legal representatives or performing agents violate the rights of thirds, especially copyrights, the customer is liable on his own. He must indemnify us from any claim by thirds caused by such violation of law.
We are obliged to handle information – in any form – about internal subjects concerning the business and operation of the customer in confidential manner. But we are allowed to indicate the name of our customer as a reference in our brochures and on our website if we do not receive a written notice by the customer rejecting such indication.
13. Subsidiary agreements
To become effective, subsidiary agreements require a written form.
14. Mediation and court of jurisdiction
In case of conflicts arising from this consulting contract the participants try to solve the conflict in an agreed and self-responsible manner by help of mediation. If necessary, they look for a nearby mediator proposed by the Bundesverband Mediation in Wirtschaft und Arbeitswelt (BMWA). If the customer is entrepreneur, legal person under public right or public-law special funds, the place of fulfilment and exclusive court of jurisdiction for all conflicts arising directly or indirectly from the contractual relation is Boitze in the Land Niedersachsen.
If one provision of these General Standard Terms and Conditions is void or invalid, the validity of the other provisions is not affected by that fact.