Status 1/15/2013

General terms and conditions

§ 1 – Inclusion of the general terms and conditions and applicability
(1) The general terms and conditions (AGB) of the Cing GmbH apply to the collaboration with us (Cing GmbH) as well as our cooperation partners.
(2) Our general terms and conditions also apply to all future terms and conditions, even if they are not again expressly included.
(3) We hereby explicitly contradict conflicting general terms and conditions of our customers, even in the event that we carry out their order in regard to differing terms and conditions of our customer.
(4) With and without written agreement our general terms and conditions with the customer are deemed accepted, as soon as the mandate / the job begins. Deviations from these general terms and conditions and/or additions and changes or additions of concluded agreements are only valid if we confirm this in writing.

§ 2 – Offer and Contract
(1) Our offers in emails, on the Internet, in letters or even by telephone etc. are – also with regard to the pricing – noncommittal, unless the offer has in writing a binding period named.
(2) Our presented offers are not to be seen as lump sums, i.e. they relate only to the explicitly mentioned services exclusive of VAT.
(3) An order is considered to be issued, if there is a confirmation of the order or appointment reservation by email, fax or mail. An order is also considered to be issued, if an offer by email, fax or postal mail has been received and we have begun work with the apparent approval of the customer.

§ 3 – Service and Obligations of the Cing GmbH
(1) We provide consultancy. Since these are services we owe the provision, but not a particular success.
(2) On the terms of higher force such as i.e. natural events of great intensity, war, riot, strike, unforeseen regulations etc. the performance of the contract or the date for the performance of the contract is postponed to the occurred event.
(3) We are entitled to involve third parties as partners as well as have them carry out our order in consultation with the customer.
(4) We are committed to report on our work and if necessary also in writing to our cooperation partners. When and how often reports are to provided will be defined in writing.

§ 4 – Duties and cooperation of the customer
(1) The customer ensures that the organizational framework within his company for fulfilling the contract is undisturbed so that the efficient continuation of the consultation process is beneficial.
(2) The customer ensures – without special request that all documents necessary for the fulfillment and execution of the order are submitted in a timely manner. We will also receive knowledge of all processes and circumstances that are important to carry out the order. The same applies to all documents, operations and circumstances that become known or occur during our activities.
(3) The customer ensures that their employees are adequately informed prior to our consulting activities.

§ 5 – Duration and Completion
(1) The contract ends basically with the conclusion of the mandate or order.
(2) Service contracts can be canceled anytime in writing by both parties in compliance with a notice period of two weeks to the end of the month, unless otherwise regulated.
(3) When a client exceeds his credit limit or does not fulfill his payment obligations on time that arise from mandates or orders, we are then released from our obligations.

§ 6 – Ensuring the Independence
(1) The parties mutually agree to loyalty.
(2) The parties mutually agree to undertake all precautions that are likely to prevent the risk of the employees and cooperation partners. This particularly applies to offers of the customer’s employment or acceptance of orders on their own account.

§ 7 – Fees
(1) The compensation of our achievements and expenses are fees in the sense of the existing general terms and conditions and where appropriate our cooperation partners.
(2) Unless the parties have expressly agreed otherwise, we will charge fees for time spent in hours or person/days (= 8 hours). The expenses for travel, provisions and overnight stay costs, postages, telephone, material, taxes, fees etc. are taken after effective expense into account. Travel time counts as working hours.

§ 8 – Payment conditions
(1) As far as in the written agreement no other regulations are met, following is applied: In each case at the beginning and at the middle of the month the performances acheived by then are taken into account. All invoices are to be paid within 14 days of invoicing and without any deductions.

§ 9 – Delayed Payment
(1) Delayed payment will be charged with normal banking interest rates. The interest claim is due 14 working days after invoicing. Reminder costs are agreed as: 1st Reminder: 20%. 2nd Reminder: 30% and 3rd Reminder: 40% of the hourly fee cost plus the value-added tax.

§ 10 – Intellectual property
(1) Unless agreed otherwise, all copyright to the texts created by us, illustrations, drawings, digital presentations, films and other documents belonging to our – even non-binding – offerings, remain in our property. As far as copyrights are entitled to us in such documents, particularly for illustrations, calculations, drawings etc, these may be applied beyond the contractual area, as well as it is finally arranged, can be quoted only with our explicit written agreement. The documents which are determined within the framework of offer to our customers and are not marked as generally accessibly must be returned to us immediately on our demand.

§ 11 – Confidentiality and data protection, Secrecy
(1) The customer authorizes us to process the data available in connection with the business relation concerning him, to store, to evaluate and to exchange if necessary with involved third parties. We are committed to maintain absolute confidentiality of the data.
(2) The parties treat all facts confidentially which neither are obvious nor are generally accessible. When in doubt, facts are to be treated confidentially. The obligation to maintain secrecy already exists before completion of the contract and continues after the contract end.
(3) Reserved legal clarification obligations remain.

§ 12 – Liability
(1) The liability of our company, our employees and third parties hired by us is limited to intentional or grossly negligent conduct. Any further liability of any kind in particular one for so-called consequential and indirect damages is specifically excluded. We disclaim all responsibility for any atypical and therefore unforeseeable consequential damages as well as for damages their entry the client could have prevented with reasonable measures – in particular data protection and adequate training of the users. We are not liable if we for reasons for which we cannot be held responsible have prevented the timely and proper fulfillment of services in accordance with the order confirmation.
(2) Any faults or defects in the services caused by us are to be corrected by us at our expense. This correction encloses in conclusion correcting of reports and statements and so far necessary leading of discussions. Further claims for compensation are strictly waived.

§ 13 – Transfer of rights and obligations
(1) The parties are obliged to transfer all rights and obligations under these terms and conditions to any successor in title.

§ 14 – Severability clause
(1) For the case that separate regulations should become ineffective this does not touch the effectiveness of the remaining regulations.

§ 15 – Jurisdiction
(1) The residence of the Cing GmbH is agreed as place of jurisdiction and place of performance. However, we are entitled to assert their address after own choice also in the residence or basis of the customer.