Co-Creating Value

General Terms and Conditions

of Aximpro Deutschland GmbH (Aximpro)

 

1 Scope of application of the Aximpro terms and conditions

Any contract with Aximpro is exclusively subject to the following terms and conditions. At the moment the order is placed the ordering party acknowledges the validity of the terms and conditions. Deviating terms and conditions of the ordering party are invalid and are expressly rejected.

2. Conclusion of contract, Materialistion of contract

Any order can be placed orally or in writing. However, the contract will not be concluded until confirmed by Aximpro in writing.

3. Subject matter of the contract

3.1 Subject matter of the contract shall be defined according to the written order confirmation by Aximpro. Aximpro renders services in the field of software and business consulting. Aximpro in no way shall be responsible for a concrete outcome of such consultancy. 

Covenants regarding terms shall be exclusively made in writing.

3.2 Aximpro shall only be responsible for its obligations under the condition that the ordering party is fully and timely performing its obligations in connection with the business relationship.

4. Remuneration

All prices are subject to the concluded prices that have been confirmed by Aximpro. In case Aximpro´s services are to be performed more than 4 months after the placing of order the following shall apply. Aximpro shall be entitled to adjust its cost elements – license and personnel -in line with cost increases occurred.

5. Payment Terms

5.1 Aximpro shall be entitled to charge its feed on a monthly basis. Such fees are due within 14 days from the date of invoice without deduction.

5.2 Aximpro shall be entitled to assign its payment claims for refinancing purposes to abcfinance GmbH, Kamekestr. 2-8, 50672 Cologne. The ordering party will be informed about about the assignment. In such case payments the ordering party will be informed that payments will only be acknowledged if made to abcfinance GmbH. The bank details wil be communicated at the conclusion of the contract.

6. Damage caused by default, Counter-claims of ordering Party

6.1 In case of delayed payment, Aximpro shall be entitled to claim 8 % interest above the respective base rate ot the European Central Bang (EZB). Aximpro shall be entitled to claim higher damages if this can be proved. The ordering party shall be entitled to prove a lower damage or that no damage is encurred.

6.2 Aximpro is not obliged to accept cheques or promissory notes. Cheques and promissory notes accepted shall only be qualified as payment after being redeemed. The ordering party shall only have setoff claims if such claims have been acknowledged by Aximpro or being legally ascertained by a court of law.

7. Liability

7.1 Aximpro shall only be liable for wrongful and gross negligence. In case of ordinary negligence Aximpro shall only be liable for the violation of a material contractual obligation (material obligation). Such obligation is characterized by the fact that the contractual relationship is based on the expectations rely on this. Liabilities due to physical injuries shall also be excluded.

7.2 Aximpro shall be liable for observing industry standard of care. It is expressly agreed upon that software cannot be created flawless.

7.3 Aximpro´s liability in case of ordinary obligation shall be limited to the amount that is foreseeable and can be typically expected. However, the maximum amount shall be limited to the contract value.

7.4 In case of floss of date, Aximpro shall only be liable if and when the ordering party have not taken care of installing data protection backup.

7.5 The aforegoing stipulations shall also apply for Aximpro´s representatives and employees.

7.6 All contractual liablity claim shall lapse within one year.

8. Data Protection, Confidentiality

8.1 Aximpro shall treat all data provided by the ordering party in confidentiality and act in strict line with all legal provisions.

8.2 Personal data will be processed in accordance with all data protection provisions and only in accordance with the contractual purpose. Aximpro and the ordering party will insure that these data will be protected against any third party access. Third party access will only be granted against written assent.

8.3 The ordering party expressly agrees that personal data shall be stored in accordance with the contractual purpose.

9. Final provisions

9.1 All disputes, claims and disagreements and controversies out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the competent courts of Munich. Aximpro shall be entitled to commence proceedings and to take legal action at the competent courts at the place of business of the ordering party.

9.2 Place of performance for Aximpro´s services as well as the ordering party´s payment obligations shall be Aximpro´s place of business.

9.3 Any amendments and modifications of the is consultancy agreement are only valid when in writing. This also applies to are waiver of this stipulation for changes.

9.4 All contractual relations under this Agreement shall be governed and construed under German law. This shall also apply in case the contractual obligation of Aximpro shall be performed outside the place of business of Aximpro. The Vienna UN Convention on Contracts for the International Sale of Goods (CISG) are expressly excluded.

 

Notice: The English translation of the foregoing text is for information purposes only. In case of dissent, the German version shall prevail.

 

Aximpro Deutschland GmbH
Münchner Straße 7
85354 Freising
Phone: +49 8161 2499 100
Internet: www.aximpro.com