General Terms and Conditions ANTROK PIPING welding and plant engineering GmbH
§ 1 Scope of application
- These General Terms and Conditions for Work Services shall apply exclusively to all orders for work services placed with ANTROK PIPING welding and plant engineering GmbH by companies, legal entities under public law and special funds under public law (hereinafter referred to as "Contractor").
- Any terms and conditions of the client (hereinafter referred to as "Client") that conflict with, supplement or deviate from these terms and conditions are hereby expressly rejected; they shall only apply if the Contractor expressly confirms them in writing or if these terms and conditions reflect a mandatory statutory provision.
- These General Terms and Conditions shall also apply if the Contractor performs the services without reservation in the knowledge of conflicting or deviating terms and conditions of the Client.
§ 2 Offer and conclusion of contract
- The Contractor's offers are subject to change and non-binding until the contract is concluded.
- The Client's order is a binding application for the conclusion of a contract for work. The Contractor shall be entitled to accept the contractual offer contained in the order within two weeks of receipt. The declaration of acceptance shall be made by sending a written order confirmation.
- The written form requirement is met if the declaration is made in a form that fulfils the requirements of the § 126 b BGB (e.g. by fax or e-mail).
- The contract is concluded subject to correct and timely delivery by the Contractor's suppliers. This shall only apply in the event that the Contractor is not responsible for the non-delivery.
§ 3 Type and scope of services
- The service to be performed by the Contractor shall be determined in accordance with the terms of the contract and the contractual components specified therein.
- The Client must create the conditions for proper, speedy and unhindered delivery and execution of the work. Costs incurred e.g. due to waiting times, interruptions, removal of old equipment or gross contamination as well as prior preparation of the construction site shall be charged separately by the Contractor and are not included in the agreed price.
- The Contractor shall be obliged to perform modified and/or additional services at the request of the Client if these are necessary for the performance of the contractual services. This shall not apply if the Contractor's business is not equipped for this. The Contractor's remuneration shall be determined on the basis of the price calculation for the contractual services, taking into account the special costs of the requested service.
§ 4 Remuneration / instalment payments / cash discount
- Unless otherwise agreed, the prices stated in the order confirmation are unit prices. Flat-rate price agreements must be expressly labelled as such. If no lump sum agreement has been made, invoicing shall be based on measurements or delivery notes.
- If no agreement has been made with regard to any hourly wages incurred, the Contractor's hourly rates valid on the day of commissioning shall apply.
- If it is agreed that the services are to be provided more than four months after conclusion of the contract, the right to increase the price on the basis of the original price calculation is reserved in the event of an increase in material and labour costs.
- Cash discounts must be agreed separately in writing. If a discount is agreed in individual cases, this amount shall be deductible upon payment, provided that the invoice or instalment payment issued in accordance with the contract is paid in full within the applicable period. The agreed discount period shall commence upon receipt of the invoice by the Client.
- Payment shall only be deemed to have been made when the amount is at the disposal of the contractor.
§ 5 Deadlines and default
- Dates or deadlines are only binding if they are agreed in writing. Compliance with agreed deadlines and dates shall be subject to the timely and proper fulfilment of the Client's obligations. In particular, performance periods shall not commence before the Client has handed over to the Contractor any documents to be procured by it or has approved and returned any execution drawings submitted by the Contractor for review.
- The Client shall inform the Contractor in writing of any delays in the progress of construction work and their duration if this results in agreed deadlines being postponed. The Contractor shall then be entitled - but not obliged - to agree new dates or deadlines.
- In the event of a delay or non-compliance with a deadline for which the Contractor is responsible, the Client shall grant the Contractor a reasonable grace period in writing, unless a fixed deadline has been agreed.
§ 6 Warranty
- The Contractor shall provide warranty for defects in the work at his discretion by repair or new production if the Client demands subsequent fulfilment.
- Existing operating or maintenance instructions must be followed. If damage occurs to the work due to non-compliance, this shall not be deemed to be a defect in the work for which the Contractor is liable for warranty or compensation. The same applies if changes are made to the work, materials supplied are installed in other items or otherwise processed, parts are replaced by unauthorised persons, consumables or operating materials are used which do not comply with the original specifications, or damage is caused by excessive use or incorrect handling.
- The Client may only refuse acceptance of the work in the event of significant defects.
§ 7 Compensation
- The Contractor's liability for damages and for the reimbursement of futile expenses - irrespective of the legal grounds - is limited to gross negligence and intent. This shall also apply to breaches of duty by the Contractor's legal representatives and vicarious agents.
- In the event of simple negligence, the Contractor shall only be liable - irrespective of the legal grounds - in the event of a breach of material contractual obligations; in this case, the amount of any claim for damages shall be limited to compensation for typical foreseeable damage. The Client shall be obliged to inform the Contractor in writing of any special risks, atypical damage or loss, or other risks prior to conclusion of the contract and unusual amounts of damage. Liability for any further consequential damages, economic success, indirect damages and for damages from third-party claims is excluded. This also applies to loss of profit and loss of production. The amount of liability for property damage is limited to the benefits of the contractor's liability insurance.
- All limitations of liability do not apply to claims in connection with injury to life, limb or health, or to claims arising from the Product Liability Act and other mandatory liability regulations.
- In addition, if the Contractor has given guarantees by way of exception, it shall be liable for the fulfilment of these guarantees to the agreed extent; guarantees must be given in writing and must be expressly designated as such.
§ 8 Cancellation
- Subject to the provisions of these General Terms and Conditions, the contract for work and services may be cancelled in accordance with the statutory provisions of the German Civil Code (BGB).
- The right of the parties to extraordinary cancellation of the contract for good cause remains unaffected by this.
§ 9 Industrial property rights / Confidentiality
- The Contractor reserves all property rights and copyrights to all offers, cost estimates, drawings, calculations and similar information of a physical or non-physical nature - including in electronic form. Such information may not be made accessible to third parties. If the Client holds such information in connection with the initiation of the contract, the Client is obliged to return the goods to the contractor free of charge if the contract does not materialise.
- The Client shall be obliged to make all information which is expressly designated as confidential by the Contractor and the need for confidentiality of which arises from the circumstances accessible to third parties only with the express consent of the Contractor.
§ 10 Data protection, data security and security management
- The Client shall be responsible for compliance with the relevant data protection regulations, for data security and for the security management of its IT infrastructure. If the Contractor becomes aware of processing disruptions, security breaches or deficiencies during order processing, it shall inform the Client immediately.
- The Contractor shall also only be liable for the loss of data, programmes and their recovery to the extent shown in paragraph 7. and only to the extent that this loss is not caused by appropriate precautionary measures by the client, in particular the daily creation of backup copies of all data and programmes, could have been avoided.
§ 11 Final terms, place of jurisdiction
- Should any of these provisions be or become invalid or contain a loophole, this shall not affect the validity of the remaining provisions.
- The law of the Federal Republic of Germany shall apply.
- The place of jurisdiction for all disputes arising from the contract shall be the registered office of the Contractor. However, the Contractor shall also be entitled to bring an action at the registered office of the Client.
ANTROK PIPING welding and plant engineering GmbH
Am Fieseler Werk 3+5
34253 Lohfelden / Germany