Terms and Conditions
General Terms and Conditions of Nils Andre IT Consulting, Kaiserstuhlstrasse 28, 79106 Freiburg i.Br (hereinafter referred to as "we", "us").
Scope
These general terms and conditions apply to all contracts concluded between Nils Andre IT Consulting and the customer as well as any other arrangements made in such business relationships. General terms and conditions of the customer are not part of the contract, and this applies, even if they are not explicitly declined by Nils Andre IT Consulting. In the event that the customer does not want to accept the following general terms and conditions, he must notify Nils Andre IT Consulting in writing immediately.
Terms of payment and prices
All invoices from Nils Andre IT Consulting are payable within fourteen days of the invoice date. The date of receipt of the payment is applicable for this time period. In the event of default, Nils Andre IT Consulting is entitled to withhold further deliveries and services. In the event of default of payment by the customer, Nils Andre IT Consulting is entitled to charge interest at the rate of 5% above the applicable base interest rate. All prices are exclusive of the respective statutory value added tax and, if applicable, travel and freight costs. Nils Andre IT Consulting is entitled to make partial deliveries.
Delivery and shipping
All offerings are preliminary and non-binding, if not otherwise stated. All delivery dates quoted by Nils Andre IT Consulting are non-binding delivery dates, unless a delivery date is expressly agreed in writing. If the customer requests changes or additions to the order after the order has been placed, or if other circumstances render Nils Andre IT Consulting unable to meet the delivery deadline, even though Nils Andre IT Consulting is not responsible for these circumstances, the delivery date will be postponed for a reasonable period. If Nils Andre IT Consulting is hindered from fulfilling the contract in good time, the general legal principles apply with the provison that the customer can set a grace period of six weeks after the expiry of one month. If the failure to comply with a binding delivery date is attributable to circumstances for which Nils Andre IT Consulting is not responsible according to general legal principles, the delivery period shall be reasonably extended. The customer may rescind the contract if he sets a reasonable grace period for Nils Andre IT Consulting after expiration of the extended deadline. Resignation must be in writing if Nils Andre IT Consulting does not fulfill within the period of grace. If Nils Andre IT Consulting becomes completely or partially impossible to fulfill the contract due to aforementioned reasons, it will be released from its obligation to deliver.
Retention of title
Delivered goods remain the property of Nils Andre IT Consulting until full payment of all claims of Nils Andre IT Consulting from the business relationship with the customer. The customer is not authorized to dispose of the items subject to retention. In the event of seizure, the customer must immediately inform Nils Andre IT Consulting in writing and must immediately inform third parties of the title retention by Nils Andre IT Consulting in a suitable manner. In the event that the customer nevertheless sells the items and Nils Andre IT Consulting should approve of this, the customer withdraws all claims agains Nils Andre IT Consulting upon conclusion of the contract. The customer is obliged to provide Nils Andre IT Consulting with all information necessary to assert these rights and to provide the necessary cooperation.
Limitation of liability
Nils Andre IT Consulting is liable for intent and gross negligence in accordance with the statutory provisions. In case of slight negligence, Nils Andre IT Consulting is liable only if a mayor contractual obligation (cardinal obligation) is violated or if there is a case of default or impossibility. In the case of liability for ordinary negligence, this liability shall be limited to damages that are foreseeable or typical. Liability for the lack of guaranteed properties, for malice, for personal injury, legal defects, according to the Product Liability Act and the Federal Data Protection Act remain unaffected. In the case of claims by Nils Andre IT Consulting for warranty or liability, a contributory negligence of the customer must be taken into account appropriately, in particular in the case of insufficient communication of error messages or inadequate data backup. Inadequate data backup means that the customer has failed to take appropriate precautions (i.e. installing safeguards against external effects, in particular against computer viruses and other phenomena that can jeopardize individual data or a complete dataset).
Warranty
The customer will inspect the products, goods and services immediately after delivery and inform Nils Andre IT Consulting of obvious errors in writing immediately. Nils Andre IT Consulting warrants for a period of twelve months from the date of delivery that the goods correspond essentially in terms of their functionality to the accompanying written description. If a defect occurs, the defect and its manifestation must be described in such detail in a written complaint that a check of the defect (e.g. submission of the error messages) is feasible and the exclusion of an operating error (eg specification of the work steps) is possible. If the customer is a merchant, the provisions of § 377 HGB on the obligation to audit and give notice under commercial law apply in addition, even if an instruction in the operation of the system has been omitted. If the notification of defects proves to be justified, the customer shall set Nils Andre IT Consulting a reasonable period for supplementary performance. The customer informs Nils Andre IT Consulting what kind of remedy - improvement of delivered or delivery of a new, faultless thing - he wishes. However, Nils Andre IT Consulting is entitled to refuse the chosen supplementary performance, if this can only be done with disproportionate costs for them and if the other type of supplementary performance would not cause any significant disadvantages for the customer. In addition, Nils Andre IT Consulting may refuse to provide supplementary performance if it can only be performed at disproportionate cost. Nils Andre IT Consulting is entitled to two attempts within the time limit set by the customer to perform the remedy for the same or directly related defect. After the second failed attempt at subsequent performance, the customer can withdraw or reduce the contract. The right of rescission or reduction can be exercised after the first unsuccessful supplementary performance attempt, if a second attempt within the set deadline can not be expected of the customer. If the supplementary performance has been refused under the conditions set out above, the customer is entitled to the right of reduction or withdrawal immediately. The resignation due to a minor defect is excluded. If the customer has made use of Nils Andre IT Consulting for warranty, and it turns out that either there is no defect or the defect claimed does not oblige Nils Andre IT Consulting to provide a guarantee, then the customer, if he claims the use of Nils Andre IT Consulting is grossly negligent or intentionally responsible for replacing all expenses incurred by us. No liability is assumed that the goods are suitable for the purposes of the customer and work together with the user of existing goods. The delivery of manuals and documentation beyond the written material / program description supplied with the software and the user guidance and / or online help implemented in the software, or an instruction, is only owed if this has been expressly agreed in writing between the parties. In the case of such express agreement, the content, language and scope of a manual and / or documentation to be expressly supplied are not met and the delivery of a quick reference guide is sufficient unless the parties have agreed further specifications in writing. The delivery of a user manual in English is permitted if the subject of the contract has not yet been completely localized for the respective market. The same applies if the subject of the contract is generally only available in English. The delivery of the software takes place, unless explicitly agreed otherwise in writing in the standard license and documentation configuration specified by the manufacturer.
Confidentiality
Nils Andre IT Consulting and the customer mutually agree to keep all business and trade secrets of the other side for an indefinite period of time and not to pass them on to third parties or to exploit them in any way. The documents, drawings and other information received by the other contracting party based on the business relationship may only be used by the other contracting party within the framework of the respective contract purpose.
Proofs
Data stored electronically by Nils Andre IT Consulting is considered as admissible evidence of evidence of data transfers, contracts and payments made between the parties.
Others
Should individual provisions of these terms and conditions be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. On the contrary, what comes next in the place of the invalid provisions comes closest to the intended purpose. Additional agreements are not made. Contractual supplements will only be effective if confirmed in writing. The Customer may assign his rights under a business relationship with Nils Andre IT Consulting only with the written consent of Nils Andre IT Consulting. An offsetting against the purchase price claim is the customer only with recognized or legally established counterclaims possible. Jurisdiction is, as far as legally permissible, Freiburg i.Br. in the Federal Republic of Germany. It is exclusively German law.