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GTC - General Terms & Conditions

General terms and conditions for services of your product Prof. Dr. Sebastian Mader und Theresia Strohschein-Mader GbR

    1. Scope of application
      1. These general terms and conditions (“GTC”) apply to all services provided or to be provided by us as well as to all rights and obligations that exist towards our customers.
      2. Deviating, conflicting or supplementary conditions of a customer only apply if and to the extent that we have expressly agreed to their application in writing. Our GTCs also apply exclusively if we provide/perform delivery to the customer without reservation in knowledge of deviating, conflicting or supplementary conditions of the customer.
    2. Conclusion of contract/amendments
      1. Our offers are subject to confirmation. A contract with us only comes about when our offer has been accepted by the customer without reservation or he/she has received our written order confirmation or we have started to perform the service.
      2. Amendments, side agreements and supplements require express written agreement in order to be effective.
      3. Within the meaning of these GTC’s, “written” also means communication by email or files sent as an email attachment, but only if they have a handwritten signed content and have been transmitted in PDF or JPG file form.
    3. Scope of service
      1. The content and scope of our services are limited to the parameters that are expressly defined by contract, such as the description of the objective, a design, technical features/data, aesthetic wishes, etc.
      2. If, during our service provision, any new findings or requirements or wishes of our customer occur that affect our service, these only determine the service to be provided by us if the contract is correspondingly amended, including an agreement on the effects on our remuneration.
    4. Cooperation duties
      1. The customer is to provide us with all the material and relevant circumstances required for the implementation and our service in due time at his own expense. We are not obliged to check what has been provided to us for completeness or correctness unless we have explicitly taken on this check as a contractual obligation.
      2. Insofar as our services require our customer to provide his own staff, materials or contact persons, he is always to do so to the extent required for our service provision. This applies mutatis mutandis to the customer’s other cooperation duties.
    5. Acceptance
      1. Every service phase described in our offer or order confirmation is to be accepted by the customer after provision of the corresponding service.
      2. Acceptance is deemed tacitly approved if the services of the subsequent service phase have commenced without the customer objecting in writing within 10 working days.
      3. Through the acceptance of a service phase, the previous work result becomes the binding basis of our further performance.
      4. Acceptance cannot be refused on grounds of dissatisfaction. Only correct performance according to agreed specifications is decisive for the acceptance.
    6. Deadlines
      1. Deadlines for the provision of our services in whole or in part by a certain date are only valid if we have expressly acknowledged them in writing.
      2. Such deadlines do not apply if our customer does not comply with his duty to co-operate or is in default of payment of our remuneration in whole or in part.
    7. Industrial property rights and copyrights
      1. All model designs, including preliminary designs and sketches, all prototypes and all files etc. which we create in the course of our service provision, are personal intellectual creations and protected by copyright, design, trademark and/or patent law, the rules of which are also deemed agreed if a legally required level of creativity is not achieved.
      2. Dr. Sebastian Mader and/or Ms. Theresia Strohschein-Mader have the right to be named as originators, designers or inventors. Significant changes to a product created/designed by him and/or her require his and/or her consent. In as far as this is technically possible, the overall impression is not affected, and the legitimate interests of our customer are not restricted, he and/or she may demand that the products manufactured according to his and/or her designs and the related advertising material and publications are provided with a label referring to him/her at his/her discretion.
      3. Dr. Sebastian Mader and/or Ms. Theresia Strohschein-Mader have the right to refer to his and/or her work and to the result thereby achieved for our customer in publications, at exhibitions or in their own advertising material in a suitable form. This includes the right to use illustrations of the product/work, provided this does not recognisably interfere with the interests of our customer.
      4. We (including Prof. Dr. Sebastian Mader and Ms. Theresia Strohschein-Mader) only grant our customer a right of use and exploitation of the item created through our services, including the right to have it protected as a design, utility model, patent or trademark, after full payment of the agreed remuneration.
      5. However, rights of use for preliminary designs, variants or studies of the final design product are not transferred. Any use, exploitation or imitation of such preliminary designs, variants or studies is only permitted with our express written approval.
    8. Non-competition clause
      1. We are fundamentally not subject to any restraint on competition unless we have expressly acknowledged such a clause in writing.
    9. Secrecy and data privacy
      1. All information or documents about business transactions, in whatever form, including in electronic form, that our customer obtains from us or we from him/her are considered “confidential” if they are designated as such or clearly identifiable as business and company secrets according to the circumstances.
      2. We and our customer mutually obligate each other, without limitation, to observe secrecy about confidential information/documents of the respective other party and to only use these for the performance of the contract and the purpose thus pursued. This especially also applies to the ideas, preliminary drafts, design studies and/or prototypes brought to the knowledge of our customer during our service provision.
      3. Information or documents already known to the other party or already published on conclusion of the contract are not considered confidential. The same applies to information or documents which have to be disclosed due to legal information, notification and/or publication requirements or due to official or judicial orders.
      4. Both parties undertake to maintain data secrecy, in particular in accordance with Art. 29, 32 para. 4 GDPR and acknowledge that it is forbidden to process, disclose, make accessible or otherwise use protected personal data without authorisation for purposes other than the legitimate fulfilment of the task.
      5. All the above provisions of this Section IX also apply after termination of a contract.
    10. Remuneration and payment
      1. The prices stated by us in our offer or our order confirmation are decisive. They are quoted as net prices plus the statutory value added tax.
      2. In addition to our remuneration, we are entitled to reimbursement of all appropriate expenses which we are reasonably permitted to accrue in the course of our service provision.
      3. Our invoices are to be paid without deductions, in particular without bank charges, at the latest 30 days after the date of the invoice.
      4. Our customer only has a right of set-off or retention to the extent that his/her counterclaims have been legally established or are undisputed by us.
      5. If, after conclusion of the contract, it becomes apparent that our customer is unable to meet his/her payment obligations when due, we are entitled to perform outstanding services only against advance payments or provision of security and to withdraw from the contract after the fruitless expiry of a set deadline for this purpose. Under the same conditions, we are also entitled to cancel or shorten the payment deadlines granted.
    11. Warranty and liability
      1. The services created by us are, to the best of our knowledge, an independent, personal intellectual creation. Further assurances, in particular concerning novelties or properties of the underlying idea or the legal effect or validity of rights to this are not provided.
      2. We are not liable for the novelty, the technical feasibility or the economic usability of the result of our service, nor for ensuring that the production, distribution or other economic use does not conflict with the rights of third parties.
      3. Our customer is to independently check the result of our service for its functionality and safety, for its technical feasibility and marketability.
      4. We are only liable for intent and gross negligence where such liability is prescribed by law. The same applies to negligently caused damage to life, limb or health. We are only liable for negligently caused property and financial damage in case of violation of a material contractual obligation. However, the amount is limited to the damage foreseeable at the time of conclusion of the contract and typical for the contract. Material contractual obligations are only those obligations, the fulfilment of which characterises the contract concluded with us and on which our customer may rely.
    12. Place of fulfilment, jurisdiction, applicable law
      1. The place of fulfilment is our registered office in Hilden.
      2. The exclusive place of jurisdiction, also as an international place of jurisdiction, for all disputes arising directly or indirectly from the contractual relationship, is our registered office in Hilden. However, we are also entitled to bring legal action in all cases at the customer’s general place of jurisdiction.
      3. The law of the Federal Republic of Germany applies exclusively to all legal relations between our customer and ourselves.
Valid: 11.02.2019
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