General Terms and Conditions

(As of: 01.01.2023)

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§ 1 General

1. The following terms and conditions shall apply exclusively to the commissioning of Decarbo-Engineering GmbH, hereinafter referred to as the “Contractor”, unless otherwise stated in the written offer or in the written confirmation of the Contractor.

2. Any deviating or supplementary terms and conditions of the client, as well as any ancillary agreements, shall only be binding if confirmed in writing.

This shall also apply if the client transmits its deviating terms and conditions by means of a letter of confirmation.

3. All provisions not specified in these terms and conditions, such as the subject and timing of the services, as well as detailed payment arrangements, shall be agreed separately.

4. The contractor shall be bound by its offers for the period specified in the offer.

 

§ 2 Duties of the contractor

1. The contractor shall perform the contractual services in accordance with the general state of the art.

2. In the event of mandatory changes to technical or legal standards affecting the subject matter of the contract, the contractor reserves the right to adjust its offer accordingly.

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§ 3 Duties of the client

1. The client shall provide the contractor with all the information required to prepare the offer and to fulfill the contract without delay and without being asked.

2. The client is obliged to accept the completed services provided by the contractor within two months of delivery.

3. The client is obliged not to use services of the contractor that require approval until the necessary approval has been obtained from the responsible approval authority or client.

4. The client decides on the use of the contractor's services at his own responsibility.

Anything to the contrary shall only apply if the contractor has provided written confirmation of the suitability of his services for a specific purpose or if such a purpose of use necessarily results from the offer itself.

 

§ 4 Deadlines and Dates

1. The delivery and performance dates specified in the offer shall apply exclusively.

2. Adherence to the agreed deadlines and dates presupposes that the client provides all the documents, necessary permits and releases, in particular plans, in good time.

3. If the contractor does not consider the information received to be sufficient, he must notify this immediately.

4. The contractor's performance deadlines and dates shall be extended by the period during which the client is in arrears with his contractual obligations to the contractor.

The same shall also apply in the event of force majeure (e.g. strike, mobilization, war, extreme weather events, riot, etc.) and in the event of unforeseen obstacles beyond the contractor's control for the duration of the hindrance.

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§ 5 Liability

1. The contractor excludes his liability for damages on all possible legal grounds.

2. The exclusion of liability does not apply if the contractor is strictly liable for foreseeable damages typical for the contract due to legal reasons in cases of gross negligence or willful misconduct or in the event of breach of fundamental contractual obligations due to simple negligence.

4. All information from the contractor not provided in writing is non-binding unless confirmed in writing.

This applies in particular to interim information provided by telephone before the order is completed.

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§ 6 Warranty

1. The contractor is liable for the proper execution of the tasks assumed within the scope of § 5.

Errors and defects are to be remedied by the contractor free of charge.

2. If the subject matter of the contract is not accepted within two months of provision, it shall be deemed accepted.

3. Should defects in the subject matter of the contract be due to circumstances for which the client is responsible, the contractor shall remedy them at the client's request at reasonable prices and conditions to be agreed in each case.

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§ 7 Limitation

1. Claims against the contractor for damages, as well as all warranty claims, are subject to a limitation period of 1 year.

The period begins with the completion of the order or with the termination of the contractual relationship.

2. Conflicting statutory periods remain unaffected, in particular those according to §§ 438 para. 1 no. 2 and 634a para. 1 no. 2 BGB, insofar as Part B of the VOB is not included in the contract as a whole.

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§ 8 Copyright

1. Confidentiality: All calculations, designs, drawings and other documents created by the contractor remain the property of the contractor and are subject to his copyright.

2. The documents referred to in Section 1 may not be made accessible to third parties without the express permission of the contractor.

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§ 9 Final provisions

1. In case of doubt, these conditions remain binding even if individual provisions are legally ineffective.

The invalid provision shall be replaced by a permissible provision that comes as close as possible to the economic purpose of the invalid provision.

2. Amendments to these General Terms and Conditions will be communicated to the client in writing.

They shall be deemed approved if the client does not object in writing within the specified objection period.

3. Exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is Bonn.

4. The place of performance for all claims arising from the contractual relationship is the contractor's registered office.

5. The contractual relations between the parties shall be governed by German law.

Bonn, January 1, 2023

Managing Director/CEO: Thomas Hoffmann

Your planning/engineering office

Decarbo-Engineering GmbH