General terms & conditions
1. Scope
The following general terms and conditions (GTCs) apply to all legal transactions between the service provider MERKBAST Consulting Dr. Andreas A. Bastian – hereinafter referred to as the service provider – and its contractual partner – hereinafter referred to as the client. Insofar as individual contractual provisions exist which deviate from or contradict the provisions of these GTCs, the individual contractual provisions take precedence.
2. Subject matter of the contract
2.1. The contracting parties agree to cooperate in accordance with the specific, individual contractual agreement. The parties do not want an employment contract and will not establish it.
2.2. The service provider is responsible for social security contributions and tax matters and releases the client from any possible obligations.
2.3. The service provider is free to work for other clients.
3. Conclusion of the contract
3.1. The contractual relationship for the services is established by the client placing a customer order (offer) and its acceptance by the service provider. The client is bound to the placing of the customer order (offer) for two (2) weeks.
3.2. The subject matter of the contract or the exact task description is described in the written order.
4. Contract duration and termination
4.1 The contract begins and ends at the individually agreed time.
4.2. The contract can be terminated in accordance with the terms of the contract. In this regard, a notice period of two (2) weeks to the end of the month is agreed.
4.3. Termination without notice for good cause is possible. Good cause exists, for example, if the client is in arrears with two consecutive payments due and does not pay after a reasonable grace period has expired, or if the client experiences financial collapse after conclusion of the contract (inability to pay, bankruptcy), unless an application for the opening of insolvency proceedings has already been filed.
5. Scope of services, obligations of the contracting parties
5.1 The services to be provided by the service provider generally include the tasks listed in detail in accordance with the order placed by the client.
5.2. The service provider will inform the client at regular intervals about the results of its work. The contracting parties can agree on a timetable for the provision of services and a planned end date for the completion of services in the contract.
5.3 If the service provider is actually unable to perform an order as contractually agreed, it must inform the client of this immediately.
5.4. The service provider provides the equipment and personnel required to provide the service if the client does not have the appropriate equipment or premises, unless otherwise agreed in an individual contract. The parties shall endeavour to support the contractual partner in fulfilling the respective obligation by providing information, advice or experience to the best of their knowledge and belief in order to ensure a smooth and efficient workflow for both parties.
5.5. Each of the contracting parties can request changes to the agreed scope of services from the other contracting party in writing. After receiving a change request, the recipient will check whether and under what conditions the change can be implemented and will immediately inform the applicant of its approval or rejection in writing and, if necessary, provide reasons. If a change request from the client requires extensive review, the service provider can charge for the review costs if the client nevertheless insists on reviewing the change request. If necessary, the contractual adjustments to the agreed conditions and services required for a review and/or change will be set out in writing in a change agreement and will come into effect in accordance with these general terms and conditions.
6. Prices and payment terms
6.1 Services are due and invoiced monthly at the fixed price specified in the individual contract after completion or if remuneration is agreed on a time and material basis, unless another invoicing method is agreed in the contract.
6.2. Estimated prices given for services on a time and material basis, particularly in cost estimates, are non-binding. The quantities underlying an estimate are based on an assessment of the scope of services carried out to the best of our knowledge.
6.3. VAT will be invoiced at the VAT rate applicable at the time of the service.
6.4. Invoices are payable without deduction upon receipt. If the invoice amount is not received within 14 days of the invoice date, the service provider is entitled to claim interest on arrears. The interest on arrears amounts to 3% p.a. above the base interest rate applicable at the time of calculation.
7. Liability
The service provider is liable in cases of intent or gross negligence in accordance with the statutory provisions. Liability for guarantees is independent of fault. For minor negligence, the service provider is liable exclusively in accordance with the provisions of the Product Liability Act, for injury to life, body or health or for violation of essential contractual obligations. The claim for damages for the slightly negligent violation of essential contractual obligations is, however, limited to the foreseeable damage typical for the contract, unless liability is incurred for injury to life, body or health. The service provider is liable to the same extent for the negligence of vicarious agents and representatives.
8. Place of jurisdiction
German law applies exclusively to the business relationship between the parties. If the client does not have a general place of jurisdiction in Germany or another EU member state, the exclusive place of jurisdiction for all disputes arising from this contract is our place of business.
Mainz, November 1, 2024