§ 1 General scope
All services of INTECHNICA CONSULT GMBH are based on these contractual conditions. Opposing or deviating conditions of the client are not recognized unless they have been expressly confirmed in writing. They apply to follow-up orders as well as to ongoing business relationships.
§ 2 – placing of orders
The orders are only binding for INTECHNICA CONSULT GMBH if and to the extent that the corresponding offers from INTECHNICA CONSULT GMBH have been confirmed in writing. Changes, additions and verbal subsidiary agreements of any kind also require the written form. The written form requirement also applies to changes to or cancellation of this written form clause.
§ 3 Services
1. INTECHNICA CONSULT GMBH will perform its services impartially, neutrally and to the best of its knowledge and belief in accordance with the recognized rules, taking into account the regulations existing at the time the order is accepted.
2. The scope of the services to be provided by INTECHNICA CONSULT GMBH is specified in writing when the order is placed. Partial services are possible. If changes and / or extensions to the specified scope of the order arise during the proper execution of the order, these must also be agreed in advance in writing between the contracting parties. Insofar as the client or INTECHNICA CONSULT GMBH cannot be expected to adhere to the contract with regard to the changes or extensions, the respective party has the right to withdraw. However, the client must pay the agreed remuneration or, in the absence of an agreement, an appropriate remuneration.
3. INTECHNICA CONSULT GMBH provides contractually agreed services, in particular in the field of certification, testing and appraisal activities. With the preparation of the respective final report or expert opinion, the contractual services of INTECHNICA CONSULT GMBH are deemed to have been provided and concluded. The contractually agreed fee is due in full.
Even in the event that an expert opinion cannot be issued or cannot be issued in good time or certification cannot take place due to missing / incorrect / inadequate / implausible / implausible or not timely delivered documents, the entire order amount is due for payment. This also applies if a positive assessment cannot be made on the basis of existing facts or verified facts and / or the necessary requirements are not met.
There is generally no legal right to a positive report. The assessment is always open-ended per se.
§ 4 Client Obligations
1. The client has to provide INTECHNICA CONSULT GMBH with all information and documents necessary for the execution of the order conscientiously, completely and free of charge and in good time.
2. The client has to draw attention to all processes and circumstances that could be of importance for the execution of the order.
3. The execution of the order without fulfillment of the above points 1 and 2 is at the sole risk of the client, provided INTECHNICA CONSULT GMBH is not partly to blame.
§ 5 terms of payment
After the order has been carried out or after the invoice has been submitted, the order fee is due for payment immediately or, if a due date is specified on the invoice, by the date specified on the invoice without any deduction. For the calculation of the INTECHNICA CONSULT GMBH services, the applicable value added tax at the time of the final execution of the order is shown separately and is charged in addition to the order fee.
§ 6 Deadlines
1. The order periods of INTECHNICA CONSULT GMBH are non-binding, unless their binding nature has been expressly agreed in writing.
2. If a delivery date or a delivery period, be it binding or non-binding dates or deadlines, is exceeded, INTECHNICA CONSULT GMBH is in default if INTECHNICA CONSULT GMBH is responsible for the delay in delivery. In the event of force majeure or other unforeseeable obstacles for which we are not responsible, there is no delay in delivery. In addition to the delivery, the customer can only demand compensation for the damage caused by the delay if INTECHNICA CONSULT GMBH can be proven to have acted with intent or gross negligence.
§ 7 termination
1. The contract can be terminated in writing by either party at any time for an important reason. Ordinary termination of the contract is excluded, unless otherwise stipulated in the contract.
2. INTECHNICA CONSULT GMBH is entitled to terminate for an important reason, in particular if the client refuses to cooperate, if the client tries to falsify the result of INTECHNICA CONSULT GMBH’s performance in an inadmissible manner, or if the client financial collapse or default by the debtor.
3. In the cases of section 2, INTECHNICA CONSULT GMBH retains the right to remuneration as in the case of the performance of the contractually accruing service. The remuneration amounts to 15% of the remuneration for the service not yet provided by INTECHNICA CONSULT GMBH, taking into account any saved expenses, unless the client can prove a lower contractual workload and higher saved expenses.
§ 8 Warranty
1. As far as INTECHNICA CONSULT GMBH provides services, the parties agree that INTECHNICA CONSULT GMBH owes no specific success, but only services and that it is solely within the decision-making and risk area of the client to make the necessary decisions based on the services provided .
2. Otherwise, INTECHNICA CONSULT GMBH can initially make use of the right to supplementary performance if defects occur within the warranty. If and only when the supplementary performance is finally and seriously rejected, is not carried out on time or should fail, the client has the right, at his option, to request a reduction in the remuneration or cancellation of the contract under the statutory requirements. Further warranty rights are excluded.
§ 9 liability
1. INTECHNICA CONSULT GMBH is only liable for damage – irrespective of the legal basis – if INTECHNICA CONSULT GMBH, the legal representative, vicarious agent or vicarious agent has caused this damage intentionally or through gross negligence or if INTECHNICA CONSULT GMBH or its representative, vicarious agent or vicarious agent has negligently caused an essential contract Violated duty.
2. In the event of a breach of essential contractual obligations, INTECHNICA CONSULT GMBH’s obligation to pay compensation is limited to the foreseeable damage typical for the contract.
3. Liability for indirect consequential damage including consequential damage typical of the contract is excluded. In addition, the liability of INTECHNICA CONSULT GMBH is limited to the value of the commissioned order amount:
4. The above exclusions and limitations of liability do not apply to (1) damage resulting from injury to life, limb or health, for (2) other damage resulting from a grossly negligent violation of INTECHNICA CONSULT GMBH or an intentionally grossly negligent breach of duty by a legal representative or vicarious agents of INTECHNICA CONSULT GMBH as well as for (3) damages due to culpable violation of essential contractual rights and obligations within the meaning of § 307 Paragraph 2, No. 2 BGB.
§ 10 final provisions
1. The place of performance for all claims from the contract is the headquarters of INTECHNICA CONSULT GMBH in Nuremberg.
2. The exclusive place of jurisdiction for all legal disputes is Nuremberg. The same place of jurisdiction applies if the client does not have a general place of jurisdiction in Germany.
3. Only the contract is binding for the relationships between the contractual partners.
4. German law applies to the contractual relationship. The uniform UN sales law is excluded.