Terms of Service

1. Range of activities

The contractor performs the services in the measure to which these were agreed upon, and within the legal framework.

2. Obligation of secrecy

The contractor is authorized, without the client’s approval, to work with other clients, provided that this does not cause an unreasonable delay in the activities carried out for the client. The contractor expressly commits to the client to maintain the strictest discretion and confidentiality regarding all of the client’s internal commercial matters.

3. Authority and obligation to cooperate

The contractor has no authority to issue directives to the client’s employees, unless this is essential for the fulfilment of the service contract. The client is obliged to allow immediate access to all information necessary for the performance of the services specified in the contract.

4. Price changes

Price changes are permitted if six months have passed since the conclusion of the contract. Price increases by BüroPartner are made in line with the published inflation rate and are usually done on a yearly basis. All price changes must be communicated to the client in writing. The client has the right to cancel the contract if the price changes significantly exceed the increase in the average cost of living, officially published by the government, between the conclusion of the contract and the announcement of the price adjustment.

5. Invoicing / Terms of payment

The contractor will send the client an invoice for the services rendered at least once a month, at latest at the end of the month. The client is required to review and check the invoice upon receipt. Any complaints regarding the services rendered and the content of the invoice must be submitted within one week of receipt. If the client does not dispute the invoice within one week, the invoice shall be deemed accepted. The invoice must be paid within 20 days of receipt and without deductions. Payments must be made by bank transfer (not in cash) to the specified bank account and must correctly indicate the name of the recipient’s account holder. In the event of late payment by the client, the contractor is entitled to charge interest at a rate of 8% per annum. Any collection costs incurred by the contractor after the delay must be reimbursed by the client. If the client is a tradesman, a legal person of public law or a public law special property, the abstinence of payments due to non-accepted counterclaims of the client are not permissible, as is the summation and offset of the same. The contractor may either interrupt the service or terminate this agreement without liability to the client if the client fails to pay three (3) undisputed invoices. The client is not entitled to offset missing payments to the contractor using other services.

6. Termination

The contract between the client and the contractor may be terminated by either party at the earliest after the expiration of 12 months, with three months’ notice. For the purposes of termination, the date of receipt by the recipient shall be decisive, not the date of posting. The right to terminate the contract for important reasons remains unaffected. Once termination has been received, it is no longer possible to extend the service, unless specifically agreed by the contractor. During the period between the notification of termination and the end of the contract, the same service as before is guaranteed.

7. Compensation for damages

Claims for damages against the client are excluded, unless the contractor has committed the harmful act deliberately or with gross negligence. The same applies to acts performed by assistants and persons employed by the contractor to fulfil contractual obligations. The client shall also indemnify the contractor against any claims that third parties may assert in connection with the contractor’s activities aimed at achieving and fulfilling its contractual obligations.

8. Transfer of rights and responsibilities

The transfer of the client´s rights and responsibilities arising from the contract with the contractor may only take place with the explicit consent of the contractor.

9. Additional agreements and amendments to the contract

Additional agreements and amendments to contracts are only effective in written form. This applies in particular to the written form requirement specified here, which cannot be invalidated verbally or tacitly.

10. Severability clause

If any clause is void by law or is nullified, the validity of all other clauses remains unaffected.

11. Jurisdiction

Berlin is agreed to being effective as responsible jurisdiction, if the client is a tradesman according to the German Commercial Code.