GTC

1. Scope
1.1 These general terms and conditions apply to all services provided by FSP-services GmbH (hereinafter referred to as the contractor).
1.2 These general terms and conditions apply exclusively. Conflicting, deviating or supplementary general terms and conditions of the client only apply if the contractor has expressly agreed to their validity in writing. The consent requirement also applies if the contractor carries out the service without reservation in the knowledge of conflicting or deviating conditions of the client.
1.3 If contracts or offers from the contractor contain written provisions that deviate from the following general terms and conditions, the individually offered provisions take precedence over these general terms and conditions.

2. Client's duty to cooperate
2.1 The client supports the contractor in fulfilling the services owed. This includes in particular the timely provision of information. The client will instruct the contractor in detail regarding the services to be provided.
2.2 If the client realizes that his own information, objectives and requirements are incorrect, incomplete, unclear or not feasible, he must inform the contractor immediately.
2.3 The client ensures that the contractor has timely access to all rooms and facilities that are necessary to fulfil the order.
2.4 The client undertakes any cooperation at his own expense.

3. Remuneration
3.1 Invoicing takes place after the correctly provided service has been submitted and approved by the direct client. The approval chain from other clients and/or system approvals are excluded from the contractor's invoicing and do not apply. The contractor can invoice immediately according to the agreed rates.
3.2 Contractor invoices are due for payment within 30 days of invoicing. 3.3 Services that are not provided on the basis of a contract or offer, but on a separate, express request by the client, will be invoiced at the contractor's usual rates.
3.4 If the parties have not reached an agreement on the remuneration for a separate service, the provision of which the client could only expect in return for remuneration under the circumstances, the client must pay the usual remuneration for this service. In case of doubt, the remuneration rates demanded by the contractor for the services shall be deemed to be the usual ones.
3.5 If the client defaults on payment, he shall owe default interest of 7% of the total amount owed from the due date.

4. Deadlines
4.1 The parties shall set deadlines in writing if possible. Deadlines, failure to meet which would put a party in default without notice in accordance with Section 286 Paragraph 2 of the German Civil Code (binding deadlines), must always be set in writing and designated as binding.
4.2 The Contractor is not responsible for delays in performance due to force majeure (e.g. natural forces, strikes, lockouts, official orders, general disruptions to telecommunications, etc.) and circumstances within the Client's area of responsibility (e.g. failure to provide cooperation services on time, delays caused by third parties attributable to the Client, etc.) and entitle the Contractor to postpone the provision of the affected services for the duration of the disruption plus a reasonable start-up time. The Contractor will notify the Client of delays in performance due to force majeure.
5. Contract duration and termination
5.1 A contract can be terminated by either party with a notice period of 2 months to the end of a quarter (March 31st / June 30th / September 30th / December 31st).
5.2 Termination of a contract or withdrawal from an offer can also be made extraordinarily if there is an important reason. All services provided by the contractor to date must be paid for by the client.
5.3 Terminations and declarations of withdrawal must be in writing.

6. Obstacles to performance
6.1 The contractor is only in default with services if these dates have been agreed as fixed dates and the contractor is responsible for the delay. The contractor is not responsible for, for example, force majeure and other events that were not foreseeable when the contract or offer was signed by the client and that make the agreed service impossible or unreasonably difficult for the contractor, at least temporarily. Force majeure includes natural forces, strikes, lockouts and similar circumstances that directly or indirectly affect the contractor, unless these measures are unlawful and caused by the contractor.
6.2 If the obstacles to performance are of a temporary nature, the contractor is entitled to postpone the fulfillment of obligations for the duration of the hindrance and for a reasonable start-up time. If, however, performance is permanently impossible due to obstacles within the meaning of section 6.1, the contractor is released from his obligation to provide the service.

7. Liability
7.1 The contractor is only liable for willful intent and gross negligence.
7.2 Any further liability of the contractor, in particular for consequential damages, is excluded.

8. Applicable law and place of jurisdiction
8.1 The law of the Federal Republic of Germany applies, excluding international private law and the UN Convention on Contracts for the International Sale of Goods.
8.2 The sole place of jurisdiction for all legal disputes is the registered office of the contractor.

9. Data storage
Please note that business-related data is stored and managed electronically, as far as permitted under the Federal Data Protection Act (Section 28 BDSG).

10. Final provisions
10.1 All changes and additions to agreements must be made in writing. This also applies to the written form requirement itself.
10.2 Should individual provisions of these general terms and conditions prove to be invalid or unenforceable in whole or in part or become invalid or unenforceable as a result of changes in legislation after the contract has been concluded or the offer has been signed, the remaining terms and conditions and the effectiveness of the general terms and conditions as a whole remain unaffected. The invalid or unenforceable provision shall be replaced by the effective and enforceable provision that comes as close as possible to the meaning and purpose of the invalid provision. Last updated November 25, 2024