As of March 2022
Translation Disclaimer: These Terms and Conditions are an automated translation of the original German version. They are provided solely for the convenience of non-German-speaking users. In case of any inconsistency, ambiguity, or dispute regarding interpretation, the original German version shall prevail and be the only legally binding version.
Supplement to our General Terms and Conditions (GTC), see texts “HPTF AV”.
Confidentiality: The contents of this document are the property of HighPots GmbH. It may not be duplicated, disclosed to third parties, or otherwise published, either in whole or in part, without the written permission of HighPots GmbH or its subsidiaries, branches, or shareholders.
1)
HighPots GmbH (also referred to as “HPTF” (HighPots ThinkFab) for short) provides the service exclusively in accordance with the contract and the terms and conditions agreed below in return for the contractually agreed remuneration. The customer bears responsibility for the project and its success. HPTF provides the service in accordance with the principles of proper professional practice.
2)
The subject matter of the contract may consist of a one-time service, which may also be provided in parts, or may be of a permanent nature.
1)
Unless otherwise agreed, the place of performance shall be the registered office of HighPots.
2)
The HighPots employees involved in performing the service are selected by HighPots. The customer has no right to request that the service be performed by specific employees.
3)
HighPots determines the manner in which services are provided.
4)
The customer has no authority to issue instructions to HighPots employees involved in the provision of services.
5)
If HighPots is required to present the results of the service in writing, only the written presentation shall be authoritative.
The customer shall ensure that the contact person designated by them provides the documents, information, and data necessary for the provision of the service in a complete, accurate, timely, and free-of-charge manner. In addition, the customer shall ensure that these are kept up to date. HPTF may assume that these documents, information, and data are complete and accurate, unless they are obviously incomplete or inaccurate. The document “Obligations to cooperate (HPTF MP)” must be observed.
1)
HighPots grants the customer the non-exclusive and non-transferable right to use the service results provided by HighPots within the scope of the contract and handed over to the customer for its own internal purposes within the scope of the contractually stipulated purpose of use on a permanent basis, unless otherwise agreed.
2)
All other rights remain with HighPots.
3)
HPTF may revoke the customer’s right of use if the customer violates restrictions on use or other regulations for protection against unauthorized use in a manner that is not insignificant. HighPots must first set the customer a grace period for remedial action. In the event of a repeat violation and in special circumstances that justify immediate revocation after weighing the interests of both parties, HighPots may also declare revocation without setting a deadline. The customer must confirm to HighPots in writing that they have ceased use after revocation.
1)
If the contract is concluded for an indefinite period, it can be terminated in writing with three months’ notice to the end of a calendar year. This termination is possible for the first time at the end of the calendar year following the conclusion of the contract. Any agreed minimum term remains unaffected by this right of termination. This does not apply if otherwise agreed.
2)
Withdrawal from the contract is excluded. However, the contract may be terminated by both HPTF and the customer without notice for good cause.
3)
Notices of termination are only valid in writing.
1)
HighPots may adjust the remuneration annually in line with general list prices. The customer has a right of termination if the remuneration rates increase by more than five percent. HighPots will notify the customer of such an increase two months in advance. The customer may terminate the contract within one month of receiving the notification in accordance with 5.3 at the time of such an increase.
2)
Expense reports shall be deemed approved unless the customer objects in writing within 21 days of receipt.
3)
Travel costs and expenses, as well as other expenses, will be reimbursed at a reasonable rate, at least in accordance with the tax flat rates.
4)
Travel time counts as work time.
5)
HighPots may demand compensation for its expenses if additional expenses are incurred due to the customer’s failure to properly fulfill its obligations (see also 3).
1)
If the service is not provided in accordance with the contract and HighPots is responsible for this (service disruption), it is obliged to provide the service in whole or in part at no additional cost to the customer within a reasonable period of time in accordance with the contract, unless this is only possible with disproportionate effort. This obligation on the part of HighPots shall only apply if the customer reports the breach of contract in writing and without delay, at the latest within two weeks of becoming aware of it, unless otherwise agreed.
The customer must adequately monitor the services provided by HighPots.
2)
If HighPots is not responsible for a non-contractual service, it will offer the customer contractual performance within the scope of its capabilities. If the customer accepts this offer, HighPots may claim any associated expenses and proven costs.
3)
For any additional claims for expenses and damages, Section 6 of the HPTF AV applies.