General terms and conditions for consulting services ordered via internet

1. General terms

1.1 Scope
These general terms and conditions apply in the version valid at the time of the conclusion of the contract for business relations between you and us established via on order placed on our website agil-on.com.

You can place an order on our website only if you are a new customer located within the EU and the duration of the consulting services does not exceed 40 hours. If other cases please send us an inquiry with all relevant information to customers at agil-on.com. You will receive an individual offer.

If you use conflicting terms and conditions, this is hereby expressly contradicted.

1.2 Contract agreement
Contract language is German. Customers within the meaning of these General Terms and Conditions are exclusively entrepreneurs within the meaning of § 14 BGB (German Civil Code).

1.3 Contract conclusion

1.3.1 Contract conclusion via our website

The ordering process on our website consists of three steps. In the first step „Customer form” you enter your contact data and the basic information about your company. In the second step, „Consulting services“, you decide on the date, time, location and duration of the consulting services. The price list for these services you find in the chapter 3.1 of these Terms and Conditions. In the third step, “Invoice Recipient and Order“, you check whether the invoice recipient and the customer are the same, and if not, you enter the invoice recipient. By clicking on the button “Order” you confirm your order. By placing an order, you bindingly declare your contract offer. We will confirm the receipt of the order immediately. The confirmation of receipt does not constitute a binding acceptance of the offer. We are entitled to accept the offer contained in the order within five calendar days after receipt of the order by e-mail, fax, telephone or by post. With the acceptance of the offer (confirmation of an appointment) the contract is concluded.

The contract text will be stored by us and sent to you after receiving your order together with the present Terms and Conditions in text form (e.g. e-mail, fax or post). However, the contract text can no longer be retrieved on the website after sending your order. You can use the print function of the browser to print out the relevant website with the contract text.

1.3.2 Individual contract

Alternatively, the contract is concluded individually by offer and acceptance. Unless otherwise agreed the usual procedure is that you send us an inquiry by email to customers at agil-on.com and receive from us a binding offer, which you can accept within the period stated in the offer or if no deadline is specified within two weeks. With the acceptance of the offer the contract is concluded.

1.4 Subsequent change of the terms and conditions
We are entitled to retrospectively adjust and supplement the General Terms and Conditions for the existing business relationships, as far as changes in the legislation or jurisdiction require it or other circumstances lead to the fact that the contractual equivalence ratio is not negligibly disturbed. A subsequent change in the terms and conditions will take effect if you do not object within six weeks after notification of the change. At the beginning of the period we will inform you of the effect of your silence as acceptance of the amendment to the contract and give you the opportunity to make a declaration until the deadline. If you object in due time, the contractual relationship will be terminated extraordinarily, as far as we do not let the contractual relationship continue under the old general terms and conditions.

 

2. Consulting services

2.1 General description
Our company provides consulting services in the areas of SAP implementation and the implementation of agile organization and processes to support fast and effektiv SAP implementation and SW development. The location and the scope of the consulting services are specified by you as a customer.

2.2 Service fulfillment
We are entitled to have the contract or parts of the contract fulfilled by third parties.

2.3 Service time terms
The service time and duration is agreed individually.

2.4 Service delay
We are not responsible for service delays due to force majeure, extraordinary and unforeseeable events, which can not be prevented by us. They entitle us to postpone the service for the duration of the obstructing event.

2.5 Contract withdrawal
In case of unavailability we are entitled to withdraw from the contract. We make sure that you will be informed about the unavailability. You are not entitled to compensation.

2.6 Appointment postponement

If, for reasons other than those mentioned under 2.4, we postpone consultation appointments to a date deviating from the contractually agreed date, you are entitled to withdraw from the contract. We will refund already rendered consideration.

3. Payment

3.1 Price list

The price information on this website applies only to new customers who order consulting services with duration of maximum of 40 hours via our webpage. Invoicing is made according to the service duration based and prices specified in our price list. In the case of on-site presence, a travel allowance will be charged. All prices are exclusive of VAT.

3.2 Payment terms

The payment is due upon conclusion of the contract and receipt of an invoice. The payment method is a bank transfer, the payment period is 5 working days.

3.3 Delayed payment
You are in default if the payment is not received by us within 5 working days after conclusion of the contract. In the event of late payment, interest of 9 percentage points above the base rate of the European Central Bank will be charged. If you are in default with your payments, we reserve the right to charge reminder fees in the amount of 2.50 euros. The assertion of a further compensation remains at liberty. The customer has the opportunity to prove that we have incurred no or less damage.

3.4 Right of retention
The assertion of a right of retention only applies to such counterclaims that are due and based on the same legal relationship as your obligation.

4. Your responsibility

4.1 General terms

The content and accuracy of the data and information provided by you, especially with regard to the scheduling an appointment, are your sole responsibility.

4.2 Access and conditions on-site

If we provide our service on site, you must ensure that we are granted access to the respective premises or a corresponding key is issued. You also have to ensure that the premises have sufficient power, any necessary aids and auxiliary personnel. You are responsible for delays cased by lack of cooperation.

4.3 Hardware und Software

Any advice on the functionality and applicability of hardware and software for your intended purpose is provided by us only as an aid and cannot be understood as an assurance. You have to inform yourself comprehensively about functionality and applicability and if necessary to obtain information from third parties.

4.4 Data backup
You are responsible for the security of the transmitted information. We can not be held responsible for the loss of your transmitted information as we do not provide a general data protection guarantee.

5. Warranty

Statutory warranty claims are not applicable, since this is a service contract. We are responsible for the provision of consulting services and not for their success. You are responsible for implementing the advice and the consequences this may have on your business.

6. Confidentiality

You are obliged to keep all business and trade secrets communicated and / or disclosed during the execution of the contract confidential. The duty of confidentiality also applies to the time after completion of the order.

We also undertake to do so, as far as the order does not require a transfer to third parties. We are expressly permitted to process the personal data entrusted to us within the scope of the service provision or to have it processed by third parties. In the context of a legal dispute, we are entitled to maintain our interests an to disclose your internal information, even without prior release from confidentiality.

7. Contract termination

7.1 Ordinary termination with notice period

Unless otherwise agreed, the contracts with duration more than three months can be terminated with a notice period of 14 days. This does not apply to contracts with a contract term of less than three months. With them no notice is possible. The services already provided are to be paid in full upon termination. The right of extraordinary termination remains at liberty. The notice of termination requires the written form to be effective.

7.2 Termination without notice period
The right to terminate without notice for good cause remains unaffected. An important reason exists in particular if

– you have submitted incorrect or incomplete information when concluding the contract,

– you violate other contractual obligations and do not refrain from the breach of duty even after being prompted by us.

8. Liability

8.1 Disclaimer
We and our legal representatives and agents are only liable for intent. Only if material contractual obligations (as a result of which such obligations are of particular importance for the achievement of the purpose of the contract) are also affected for gross or slight negligence. The liability is limited to the foreseeable, contract-typical damage.

8.2 Disclaimer limitation
The above disclaimer of liability does not cover liability for damage resulting from injury to life, limb or health. The provisions of the Product Liability Act remain unaffected by this disclaimer.

9. Partner program

As part of our affiliate program, you have the opportunity to register on our website and become a guest blogger affiliate, an agent affiliate or a project partner. In order to be registered as our partner you are required to provide us information about yourself and your business. The registration is completed by submitting the information by clicking on”Join partner network” button and receiving a confirmation email.

9.1 Guest blogger affiliate

As a guest blogger affiliate, you write blog posts on any SAP module, SAP ERP or on the Agile / Scrum approach.

After registration you will receive an access to create posts in our blog. The password, which gives you access to the personal area, is to be kept strictly confidential and must never be passed on to third parties. You  assure that you will take appropriate measures to prevent third parties from getting access to your password.

After review and approval by our editorial team, your contribution will be published in our blog as well as on LinkedIN and Twitter and you will receive the previously agreed commission.

The conclusion of the contract takes place individually through offer and acceptance. Unless otherwise agreed, the usual procedure here is to provide us with a binding offer by creating a blog post, and then receive an acceptance with approval of the post. With the acceptance of of the blog post the contract is concluded. A separate storage of the contract text by us does not take place, but the content of the contract results individually from the agreement.

9.1.1 Abusive posts
Abusive posts will be disabled or deleted by us without notice. Such content is e.g.:

false and / or incorrect information,

advertising,

false information,

referral of paid internet or telephone services (especially 0900 numbers),

We reserve the right to reclaim already paid commissions in the above cases.

9.1.2 Copyright

You agree not to submit any data whose content violates the rights of third parties or violates existing laws. By confirming the transfer of data to us you confirm that you have complied with the copyright regulations.

9.1.3 Responsibility for content
You are solely responsible for the content of your posts or profile. These may not violate the applicable laws or these terms and conditions. You also assure not to transmit any data whose content violates the rights of third parties (such as personal rights, name rights, trademark rights, copyrights, etc.). In particular, contributions or profiles with criminal content may not be published or untrue facts may be alleged. As operator of the website, we are not liable for incorrect information provided by users in their contributions or profiles. A review of the content posted on our site (in particular with regard to the infringement of rights of third parties) does not take place. However, should we become aware of any erroneous, inaccurate, misleading or unlawful information, we will review it immediately and remove it if necessary. In addition, we assume no responsibility for the accuracy, timeliness, completeness, quality or legality of the non-originating content. We only provide our platform.

9.2 Placement affiliate

As a placement affiliate you recommend us to your customers. You will receive an individually agreed premium when a contract is signed with us due to your recommendation, and when one of our consultants is stayed with the customer for one month engagement duration.

10. Blog content

The publication of the information on our blog pages is not advice and therefore no recommendation to buy or sell a product, service, etc. The documents / information provided here are for information purposes only. The documents / information may be outdated without the documents / information provided being changed. The domain owner as well as third parties who post content in our blogs are not liable for the accuracy, completeness, delay or accuracy and availability of information provided on our blog pages.

11.Final clause

11.1 Legal venue
Our place of business is the exclusive place of jurisdiction for all legal disputes arising from this contract, provided that you are a merchant, a legal entity or a special fund under public law or if you have no place of jurisdiction in the Federal Republic of Germany.

11.2 Choice of law
German law shall apply under exclusion of the UN Sales Convention as far as no contrary compelling statutory regulations are stated in your home law.

11.3 Severability clause
The invalidity of individual clauses does not affect the validity of the remaining terms and conditions.