Deutsch English Willkommen | UB-IV Consult GmbH Home > Terms General Terms and Conditions General Terms and conditions of the UB-IV Consult GmbH, Version: 2012-04-29 § 1 Scope of Application These Terms and Conditions are valid between the UB-IV Consult GmbH – management consultancy and real estate management, Bad Nauheim, hereafter called UB-IV – and its principals regarding all contracts concerning consulting, planning, organizational, and restructuring tasks as well as similar services, unless otherwise expressly agreed. § 2 Purpose The purpose of the contract is the agreed service, which shall be carried out according to the principle of duly professionalism by qualified employees of UB-IV within the scope of the agreed period of time. The right of choosing the respective employees is reserved for UB-IV. UB-IV is entitled to choose freelancers and subcontractors.   § 3 Scope of Services The assignment of tasks, the course of action, and the kind of procedure documentation to be delivered will be regulated in the agreements of the contract parties. UB-IV will solely act on the basis of an order confirmed in written form by UB-IV or a closed contract which defines the services to be provided. Modifications, supplements, or extensions concerning the assignment of tasks, the course of action, and the kind of procedure documentation require a particular agreement in written form.   § 4 Obligation of Secrecy UB-IV is obliged to treat information about company and business secrets as strictly confidential. Furthermore, UB-IV may not pass on the respective information to a third party and – if requested – has to make sure that its employees, freelancers, or subcontractors sign a respective formal obligation.   § 5 The principals duty to co-operate 1. The principal commits to supporting the activities of UB-IV. In particular, the principal has to gratuitously set the preconditions in the corporate environment that are necessary for a duly implementation of the contract. These preconditions are (amongst other things): - The principal provides the employees of UB-IV with an appropriate working environment including all necessary work equipment - The principal appoints a contact person who is at the disposal of the employees of UB-IV for the agreed working time. The contact person is authorized to issue statements which are necessary as an intermediate decision for the continuation of the contract work. - At all times, the principal has to give the employees of UB-IV access to information which are necessary for their activities. Furthermore, the principal has to provide all required documents in due time. 2. The principal commits to using all reports, organizational plans, drafts, drawings, compilations, calculations, surveys, and further documents which have been created within the scope of the contract for its own purpose only. Copyright and other proprietary rights concerning the afore mentioned items remain at UB-IV. § 6 Warranty Claims Within the scope of the statutory regulations – however, not longer than two years – UB-IV warrants that its work performance or services conform to the contractual agreements. After the expiration of the afore mentioned time limit, claims concerning any deficiency of the work performance or services are excluded. § 7 Liability and Compensation UB-IV excludes any liability for slightly negligent breach of duty if the breach does not concern essential contractual obligations, damages regarding the injury of life, body and health, or claims according to the Product Liability Act. Any possible liability for a violation of contractual obligations is limited to a compensation of such damage which is foreseeable when concluding the contract and which is not controllable by the principal. The amount of any claim for damages is limited to the total amount of the agreed remuneration, at most € 20,000.00. Any further liability or any liability for consequential damages is excluded. The limitation of liability as mentioned above is also valid for breaches of duty by any assistants of UB-IV. § 8 Force Majeure Force majeure, turmoil, strike, lockout, and considerable business disruptions which have not been caused by any action of UB-IV entitle UB-IV to postpone the fulfillment of its duties by the duration of the interference and by an appropriate start-up time. § 9 Default of Acceptance If the principal delays the acceptance of the services or if the principal fails to provide or delays any of the duties mentioned in § 5.1 or any other duty, UB-IV may nevertheless claim the agreed remuneration for the services cancelled due to the principal’s actions. Any claims of UB-IV concerning the compensation of the occurring additional expenditures remain unaffected. § 10 Contract Period and Cancelation The contract ends after the expiration of the agreed period of time. However, it may be canceled in writing with prior notice of four weeks if necessary due to operational reasons of the principal. In such a case, the remuneration is regulated as follows: Full remuneration has to be paid for the services provided until the expiration of the contract. The remuneration for the services which will not be provided due to the premature cancelation of the contract will be dropped insofar as UB-IV may save expenditures and/or may generate income by an alternative deployment of the unused workforce or deliberately refrains from generating income. § 11 Duty of Loyalty Principal and agent commit to mutual loyalty. In particular, principal and agent have to refrain from hiring or employing former employees who were integrated in the implementation of the contract within the time period of twelve months after the termination of the co-operation. § 12 Remuneration, Additional Expenses, Invoice 1. The remuneration for the services provided by UB-IV or its employees has to be calculated according to the actual time the UB-IV and its employees spent on the activity including travel times, unless otherwise expressly agreed. 2. The level of the fee rates is based on UB-IV‘s fee list as from the initial date of the contract, unless otherwise expressly agreed. 3. UB-IV is entitled to invoice partial statements on a monthly or weekly basis. 4. Fees and other invoiced amounts (e.g. travel expenses, charges, additional expenses) are exclusive of the applicable VAT. § 13 Due Dates and Security Values Invoices are payable in full within ten days after billing date. If the principal delays the payment, UB-IV is entitled – according to German Civil Code § 284, 288 – to calculate interest for delay. This applies disregarding the assertion of further damage. UB-IV has the right of retention concerning documents handed over by the principal and other documents which are created during the implementation of the contract. The offset of counter claims of the principal with claims of UB-IV is possible if the counter claim is undisputed and legally binding. Any right of retention of the principal resulting from claims of other contracts is excluded. § 14 Place of Fulfillment, Court of Jurisdiction and Applicable Law Place of fulfillment and court of jurisdiction for all duties and disputes resulting from the contract is Friedberg, Hessen. Applicable law is the law of the Federal Republic of Germany exclusively. § 15 Partial Nullity If parts of this conditions become completely or partially void or ineffective, the rest of the conditions remain valid nonetheless. Both contractual partners commit to replacing the ineffective regulations by regulations of comparable economic value. § 16 Written Form Requirement Additions to or modifications of the General Terms and Conditions – including the Written Form Requirement – are valid only in written form.     Privacy Imprint Disclaimer Terms © UB-IV Consult GmbH 2012 Consultancy Administration The Company Press & News Career Contact Home