In the version of February 16, 2021
General and Scope
indicator GmbH renders its services exclusively on the basis of the following general terms and conditions (GTC). These apply to all legal relationships between indicator GmbH and the customer, even if no express reference is made to them. The terms and conditions are only applicable to legal relationships with entrepreneurs, i.e. B2B.
The version valid at the time the contract is concluded is decisive. Deviations from these and other supplementary agreements with the customer are only effective if they are confirmed in writing by indicator GmbH.
Any terms and conditions of the customer will not be accepted, even if known, unless otherwise expressly agreed in writing in individual cases. The GTCs of the customer do not apply to indicator GmbH expressly. A further objection to the general terms and conditions of the customer by indicator GmbH is not required.
Changes to the GTC will be announced to the customer and are deemed to have been agreed if the customer does not object to the changed GTC in writing within 14 days; the customer is expressly informed of the importance of silence in the communication.
Should individual provisions of these general terms and conditions be ineffective, this does not affect the binding nature of the remaining provisions and the contracts concluded on their basis. The ineffective provision is to be replaced by an effective one that comes closest to the meaning and purpose.
Conclusion of contract
Offers from the indicator GmbH are non-binding and non-binding until signed by the customer.
The contract for the provision of services is usually concluded when the customer places an order by signing the offer of the indicator GmbH.
External services / commissioning third parties
indicator GmbH is entitled, at its own discretion, to perform the service itself, to use expert third parties as vicarious agents for the provision of contractual services and/or to substitute such services (“external service”).
The commissioning of third parties in the context of an external service takes place in your own name. indicator GmbH will select these third parties carefully and ensure that they have the necessary professional qualifications.
Proprietary, Copyright and Other Rights
The customer declares that with a view to any existing trademark, design patent, copyright, design rights and other rights, he is authorized to have photographs taken of the object and indemnifies and holds harmless indicator GmbH internally from all third-party claims.
The materials provided or the contracted service are protected by copyright and other intellectual property rights, including all images, text, design drafts, web drafts, visualizations and other products manufactured by indicator GmbH.
Unless expressly agreed otherwise, the company will transfer a simple right of use to the work produced for the purpose as it is based on the contractual agreement or, if there is no documented contractual purpose, as it is expressed in the invoice.
The work produced is handed over on the contractually agreed carrier or carriers or made available via the contractually agreed procedure. Apart from this, no other carriers or other materials created during the production of the work will be released or the work produced will not be made available by any other technical process without a separate and express contractual agreement (and usually remuneration).
The granting of rights of use to third parties by the customer requires the consent of indicator GmbH, unless this is already expressly given in the contractual agreement. If access is made via web access data, real estate platforms and social media platforms, this consent shall be deemed to have been granted if the customer to indicator GmbH ensures that no disadvantage arises from it.
Unless otherwise contractually agreed, indicator GmbH remains entitled to use the work produced for self-promotion, regardless of the nature of the granted right of use as a simple or exclusive right.
Compensation
The price offered when placing the order is binding. All prices quoted do not include statutory sales tax. Open invoice amounts can only be corrected by bank transfer to the indicator GmbH account, unless otherwise agreed.
Unless otherwise agreed, indicator GmbH will issue the first partial invoice of 50% of the agreed amount immediately after signing the offer and before the start of the service. The final invoice will be submitted by the indicator GmbH immediately after it has received the subject matter of the contract
performed poorly. Unless otherwise agreed, invoices are sent to the client by e-mail (in PDF format)
or sent by post. The invoice is due no later than 14 days from the invoice date and without deduction.
If the customer defaults in payment, the statutory interest on arrears shall apply in the amount applicable to entrepreneurial transactions. In addition, in the event of default in payment, the customer undertakes to reimburse indicator GmbH for any dunning and collection costs incurred, insofar as they are necessary for appropriate legal prosecution. In any case, this includes the costs of two reminder letters in the usual market amount of currently at least € 4.00 per reminder as well as a reminder letter from a lawyer commissioned with the collection. The assertion of further rights and claims remains unaffected.
The customer only has a right to set-off if his counterclaims have been legally established or have been recognized by indicator GmbH. The customer can only exercise a right of retention if his counterclaim is based on the same contractual relationship.
Use of Third Party Services
The use of third-party services is subject to the conditions of the respective third party, which must be strictly observed by the customer. The respective terms of use of the third party in question will be brought to the attention of the customer via a corresponding link or otherwise.
The customer indemnifies us internally against all third-party claims due to a breach of the third-party terms of use caused by him, including the costs of the necessary legal action.
Warranty
With regard to the schematic floor plans and dimensions on the 3D model, despite basic precision, it cannot be guaranteed that there will be no deviations. For this reason indicator GmbH assumes no liability for the dimensional accuracy of the floor plans and models created, unless this has been agreed in writing. The floor plans and dimensions on the 3D model created by indicator GmbH cannot replace any technical measurement that can form the basis of construction work.
It is noted that, in the case of visualizations, when
Final product may differ from the recorded (real) location.
If the work produced or the service performed is defective, indicator GmbH initially provides a warranty through repair or replacement delivery or catch-up.
If the supplementary performance fails, the customer can, at his discretion, demand a reduction in payment (reduction), cancellation of the contract (withdrawal) or compensation for damages instead of performance. If the customer chooses damages instead of performance, the limitations of liability apply in accordance with the following regulation. In the case of only minor defects, however, the customer has no right of withdrawal.
If the customer accepts a defective service, although he recognizes the defect, he is only entitled to claims for defects if he reserves his rights due to the defect upon acceptance. Claims due to obvious defects are excluded if the customer does not complain within 3 working days of delivery or acceptance. If indicator GmbH delivers a work other than the agreed one or a smaller order than the agreed scope, the customer must notify indicator GmbH of this immediately.
Limitations and Indemnifications of Liability
In cases of slight negligence, the liability of the indicator GmbH and its employees, contractors or other vicarious agents (“people”) for property or financial damage of the customer is excluded, regardless of whether it is direct or indirect damage, loss of profit or consequential damage, damage due to default, impossibility, positive breach of contract, fault at the conclusion of the contract, due to defective or incomplete performance. The injured party has to prove the existence of gross negligence. Insofar as the liability of the agency is excluded or limited, this also applies to the personal liability of its “people”.
Any liability of the indicator GmbH for claims that are raised against the customer due to the service provided by indicator GmbH is expressly excluded if the indicator GmbH has fulfilled its obligation to provide information or if such was not recognizable to it, whereby slight negligence is not harmful. In particular, indicator GmbH is not liable for legal costs, the customer’s own legal fees or costs for the publication of judgments, as well as for any claims for damages or other claims by third parties; the customer has to indemnify and hold the indicator GmbH harmless in this regard.
Claims for damages by the customer expire six months after knowledge of the damage; but in any case after three years from the act of infringement. Claims for damages are limited to the amount of the net order value.
Invalid Provisions
Should a provision of these general