Clear terms for
effective collaboration.

Scope

These General Terms and Conditions apply to all legal transactions between TechHub Europe GmbH—hereinafter the Service Provider—and its contractual partner—hereinafter the Client.

Individual contractual provisions that deviate from or conflict with these Terms and Conditions take precedence.

Subject matter

2.1 The parties agree to cooperate in accordance with the relevant individual contract. The parties do not intend to establish an employment relationship.

2.2 The Service Provider is responsible for its own social-security contributions and tax matters and indemnifies the Client against related obligations.

2.3 The Service Provider remains free to work for other clients.

Formation of the contract

3.1 A service agreement is formed when the Client issues a customer order and the Service Provider accepts it. The Client is bound by its offer for two weeks.

3.2 The subject matter of the contract and the precise description of the assignment are set out in the written order.

Term and termination

4.1 The contract begins and ends at the individually agreed time.

4.2 The contract may be terminated with two weeks’ notice to the end of a calendar month unless otherwise agreed.

4.3 Either party may terminate without notice for good cause. Good cause may exist, for example, where the Client is in arrears with two consecutive payments and fails to pay after a reasonable grace period, or where the Client becomes insolvent after the contract is concluded.

Scope of services and responsibilities

5.1 The services to be provided are generally the tasks listed in detail in the Client’s order.

5.2 The Service Provider will report periodically on the results of its work. The parties may agree a schedule and a planned completion date.

5.3 If performance of an agreed assignment becomes impossible, the Service Provider will notify the Client without undue delay.

5.4 Unless agreed otherwise, the Service Provider supplies the equipment and personnel required for performance. Both parties will support each other by providing the information and experience reasonably required for an efficient workflow.

5.5 Either party may request changes to the agreed scope in writing. The recipient will assess feasibility and conditions and respond without undue delay. Material assessment effort may be charged after prior notice. Necessary changes to scope, terms or services will be documented in a written change agreement.

Prices and payment

6.1 Fixed-price services are invoiced on completion; time-and-material services are generally invoiced monthly unless the contract provides otherwise.

6.2 Estimates for time-and-material services, including quotations, are non-binding and are based on the scope understood at the time.

6.3 Ownership rights in developed software transfer only after the development costs have been paid in full. Until then, the Client receives a revocable right of use as defined in the individual agreement.

6.4 VAT is charged at the rate applicable when the service is supplied.

6.5 Invoices are payable without deduction on receipt. If payment is not received within 30 days of the invoice date, the Service Provider may charge default interest at five percentage points per annum above the applicable base rate.

Liability

7.1 Liability for intent and gross negligence is governed by statutory law. For slight negligence, the Service Provider is liable only under product-liability law, for injury to life, body or health, or for breach of material contractual obligations. Liability for a slightly negligent breach of a material obligation is limited to the foreseeable loss typical of the contract, except in cases involving injury to life, body or health.

7.2 These limitations apply to damages alongside performance, damages in lieu of performance and reimbursement of wasted expenditure, irrespective of legal basis, including defects, delay or impossibility.

Governing law and jurisdiction

The business relationship is governed exclusively by German law.

If the Client has no general place of jurisdiction in Germany or another EU member state, the courts at the Service Provider’s registered office have exclusive jurisdiction for disputes arising from the contract.

Other provisions

None.

Cologne-Rodenkirchen, TechHub Europe GmbH