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1. General

All deliveries and services of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH are based on these terms and conditions. At the latest with the acceptance of the goods or services, these conditions are considered accepted. Conflicting business or purchasing conditions of the customer are only recognized if they are expressly agreed in writing. Collateral agreements and additions to the contract are legally invalid unless they have been confirmed in writing by INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

 

2. Offer and Contract Agreement

INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH offers are non-binding. A contract is only concluded when the INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH confirms an order of the customer in writing or by telex. The same applies to additions, changes or side agreements. INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH reserves the right to confirm a contract by means of an invoice. Dimensions, drawings and illustrations, etc. are not binding. Improvements or changes to the service are permissible insofar as they are reasonable for the customer, taking into account the interests of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

 

3. Travel and Accommodation Costs for On-site Project Assignments

Travel and accommodation costs are paid on site with the following rates:

Cost type

Compensation

Travel allowance domestic

250,00 €

Travel allowance abroad

400,00 €

Overnight flat rate domestic

100,00 €

Accommodation package abroad

130,00 €

Billable travel time of the consultant

50% of the consultant hourly rate

 

 

4. Delivery and Service Time

All delivery obligations are subject to our own timely delivery. Partial deliveries and partial services are permissible. Delay in delivery does not occur in case of force majeure or due to events that make the delivery considerably more difficult or impossible for INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH and are not to be held responsible by it. These include breakdowns, force majeure and strikes, etc., regardless of whether they occur in your own company or its subcontractors. In these cases, the customer cannot demand damage caused by default or compensation for non-performance. INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH shall be entitled, in the event of delivery and service delays for which it is not responsible, to postpone the delivery or service by the duration of the hindrance plus one month's notice, or to withdraw from the contract wholly or in part because of the unfulfilled part. If the delivery and service delay lasts more than two months, the customer is entitled to withdraw from the contract with respect to the part not yet fulfilled, if this is reasonable for INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH. If the delivery and service time is extended for reasons for which INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is not responsible, the customer cannot derive any claims for damages from this.

 

5. Terms of Payment

The customer is entitled to offset, retention or reduction only if the counterclaims have been legally established or are undisputed. If the customer does not meet his payment obligations by defaulting on payment for more than one month, INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is entitled to immediately terminate the contract without special prior notice. In addition, outstanding payments for services already provided can be made immediately due in one amount. The same applies if INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH becomes aware of other circumstances that call into question the creditworthiness of the customer. From the time of default, INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is entitled to charge interest in the amount of the interest rate charged by the commercial banks for open current account credit, but at least the applicable statutory default interest rate.

 

6. Ownership Retention and Security Assignment

INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH delivers goods exclusively under retention of title. The ownership shall only pass to the customer upon termination of all liabilities of the customer existing at INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH. This also applies if the customer makes payments for certain goods designated by him. In the case of a current account, the reserved property is deemed to be a security for the balance claim of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

The customer is entitled to process and sell the goods. Pledging, transfer by way of security or transfer of the goods by the exchange are not permitted to the customer.

If the customer sells goods purchased from INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH, the customer and INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH agree that the receivables arising from the resale have been transferred to INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH as security for their purchase price. If the goods are sold together with other objects, the assignment of the purchase price claim is limited to the amount of the remaining purchase price claim open at INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

The customer is revocably authorized to collect the claims assigned to INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH for their account in their own name. INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is entitled to disclose the assignment or to request that the orderer notify the assignment to the debtor.

INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH undertakes to release the securities to which it is entitled on request of the customer to the extent that the value of the securities exceeds the claims to be secured by more than 20%; The selection of the securities to be released is the responsibility of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

 

7. Warranty and Liability

a) The warranty rights of the customer presuppose that he has duly fulfilled his duties of inspection and complaint pursuant to § 377 HGB.

b) The warranty period for entrepreneurs is 12 months, calculated from delivery; Second-hand goods are excluded from the warranty against entrepreneurs.

c) The customer is obliged in the case of a defect claim, the defective device or part at its own expense and risk, combined with a detailed description of the fault, the model and serial number and a copy of the delivery note or invoice with which the goods were delivered, to INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH in the original packaging. Replaced parts become the property of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

d) Excluded from the warranty are defects or damage due to wear or improper use. If operating or maintenance recommendations of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH are not followed, changes are made to the goods, parts are replaced or consumables are used that do not conform to the original specification, then any warranty is also void. The warranty claim also lapses if the serial number, type designation or the like is removed or rendered illegible or device seals, warranty seals or similar are injured.

e) In the event of a defect for which INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is responsible, it is obliged to remedy or replace the goods at its discretion. If INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is unable or unwilling to do so or fails, the customer may choose to withdraw from the contract or demand a corresponding reduction in the purchase price.

f) Unless otherwise stipulated in the general terms and conditions of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH, INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH and the customer agree that regardless of the legal grounds, further claims of the customer are excluded. In particular, claims for damages are excluded that did not arise on the subject matter itself; Furthermore, INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH accepts no liability for lost profits or other financial losses.

g) The above limitation of liability does not apply if damage is caused by an intentional or grossly negligent breach of duty by INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH or the damage was caused by a not only slightly negligent breach of an obligation arising from the assumption of a procurement risk or a guarantee, or if Damage resulting from injury to life, limb or health. Furthermore, they are not valid if the requirements of § 444 BGB are met.

h) Insofar as INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH negligently violates an essential contractual obligation, INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH shall be liable at most for compensation for foreseeable damage or at most up to the coverage of its liability insurance, the amount of which can be requested at any time from INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH,

i) If the purchased item is not flawed or incomplete with a defect for which INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is responsible, the customer will assume all costs incurred by INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH (eg inspection and freight costs).

j) The assignment of warranty claims to third parties is excluded. If the customer sells the items delivered by INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH to third parties, it is only permitted to refer them to INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH with the consent of INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH because of the associated legal and/or contractual warranty claims.

 

8. Software/Data

As far as programs are included in the scope of delivery, the respective licensing conditions of the manufacturer, which are part of the program, also apply to the customer, who hereby expressly accepts this. In case of doubt, the customer has only a non-exclusive and non-transferable right of use, which may also be limited in time. Within networks, the licenses apply only to the previously contracted number of system workstations; in the absence of an agreement, the license applies to only one system workstation. In the case of a breach of these rights of use, the customer is liable in the amount of the usual compensation. If the customer has instructed INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH to carry out installations, maintenance or configurations on its PCs or peripheral devices, it must ensure proper data backup. INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH is not liable for data losses. When placing an order or when accepting the terms and conditions, the customer is aware that data loss may occur. The data backup can also be carried out by INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH; For this, the customer must explicitly commission INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH.

 

9. Applicable Law

For these terms and conditions and the entire legal relationship between the INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH and the customer, the law of the Federal Republic of Germany is considered mandatory. Other national rights, as well as the uniform international sales law (EKA, EKAG, 17.07.1973), are excluded.

 

10. Amendments to the Contract

Collateral agreements, changes, additions and cancellation of the contract are only effective if agreed in writing. The same applies to promises and consents of all kinds.

 

11. Jurisdiction

For all disputes arising from the contractual relationship, if the purchaser is a registered trader, a legal entity under public law or a special fund under public law, the action shall be brought before the court having jurisdiction for the head office or the delivery branch of the supplier , The supplier is also entitled to sue at the customer's headquarters.

 

12. Privacy

INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH shall be entitled to process the data relating to the business relationship or relating to it relating to the customer, whether these originate from the customer or from third parties, within the meaning of the Federal Data Protection Act. This note supersedes the notification in accordance with the Federal Data Protection Act that personal data about the customer are stored and processed by computer.

 

13. Obtaining a Customer Reference after Completion of the Project

Upon successful completion of the project, the customer agrees to approve a representation of the customer reference on the www.inkubit.com website, including a backlink to the customer's website. Only information about the project or the customer that has been approved by the customer is published here. Within the framework of reference marketing, both parties benefit from this customer reference by increasing the level of awareness and the reputation of the customer in his expert role.

 

14. Acceptance of Microsoft Cloud Agreement

In case this is the first time INKUBIT Business Solutions GmbH and INKUBIT Consulting GmbH will provide Microsoft Online Services Licenses to the customer the acceptance of the Microsoft Cloud Agreement (MCA) is necessary.
 

The MCA can be found under the following URL:

https://download.microsoft.com/download/2/C/8/2C8CAC17-FCE7-4F51-9556-4D77C7022DF5/MCA2017Agr_EMEA_EU-EFTA_ENG_Sep20172_CR.pdf

Therefore, the additional information of the person in charge must be provided:

First name

 

Last name

 

Email Address

 

Phone Number

 

Date of Acceptance

 

 

15. If a provision of this Agreement is or becomes illegal, invalid or unenforceable in any jurisdiction, that shall not affect:

  1. the validity or enforceability in that jurisdiction of any other provision of this Agreement; or
  2. the validity or enforceability in other jurisdictions of that or any other provision of this Agreement.