AGB`s
General Terms and Conditions for the Performance of Work on an Aircraft as a Freelance Service Provider
Our terms and conditions
Orders placed with us for the execution of work on aviation equipment shall be subject exclusively to our terms and conditions. Pre-printed terms and conditions of business of clients that are sent to us shall only be deemed to have been accepted by us if this has been confirmed by us in writing. There is no need for an explicit contradiction on our part.
Agreements between the customer and the contractor are only binding for the parties if we have confirmed the order in writing. However, the receipt and reproduction of telegraphic, telephone or verbal orders shall be at the risk and expense of the Customer. The delivery of the order confirmation is considered as acceptance for the client.
The order shall include the authorization to carry out expert opinions, photographic material or other work necessary to inspect the subject matter of the order without the client's special approval. The client agrees that any additional work which proves necessary during the processing of the order may be carried out without the client's special permission. In addition, any overtime work may be charged separately.
If an order is carried out for another maintenance company, only all work carried out will be carried out under the number of the approved maintenance company and liability claims of any kind will also be borne by this company. In addition, this organisation will issue an internal EASA conffirm compamy autorization card, which entitles our company to act on behalf of the maintenance organisation.
We expressly point out that our company is not an approved 145 maintenance company and for these reasons can only carry out maintenance under the above conditions.
cost estimates
Cost estimates shall only be binding if they have been submitted in writing and expressly designated as binding in the written text. This, however, is basically only 3 months from the date of issue. Should we deem it necessary to carry out additional work, the final amount of the binding cost estimate may be exceeded by up to 15% without demand. Any work and deliveries of a special kind required for the submission of a cost estimate, e. g. error detection, etc. , may also be invoiced to the customer if the work specified in the cost estimate is not carried out or is only carried out in a modified form.
invoicing
The prices for work, materials and special services shall be shown separately by us in both the cost estimate and the invoice.
If a Ffixed price has been agreed when the order is placed, only this price shall be charged.
If a part or device is exchanged, the prerequisite for the calculation of the exchange price is that the exchanged part or device is complete and shows no violent damage.
The calculation shall be subject to correction. Any correction must be made in writing and no later than 10 days after delivery of the invoice, as must a possible objection to the invoice on the part of the client.
terms of payment
The payment of services is due upon receipt of the service or the subject of the order, but at the latest within 2 weeks after the handing over of a provisional or ffinal invoice and must always be made without discount or rebates. In the event of default in payment, the default interest shall be at least 2. 5% above the respective discount rate of the quot "Deutsche Bundesbank" ,Off setting against counterclaims is expressly excluded.
We are entitled to demand an advance payment of at least 50%, but also up to the amount of the expected invoice amount. There is no interest.
delivery
We are obliged to adhere to a bindingly agreed delivery date, but only if this has been expressly designated as binding by us in writing. If, however, the scope of work increases compared to the original order, a corresponding postponement of the delivery date shall also occur.
We shall endeavour to meet completion dates as far as possible, even if they are non-binding. However, if the scope of work increases compared to the original order, the completion date will be postponed accordingly.
If we have promised binding delivery dates, we shall only be obliged to compensate the customer for the damage arising from the non-compliance if we or our employees have deliberately failed to meet the delivery date. There shall also be no obligation to pay damages if we are unable to meet the production date due to force majeure, failure to deliver, non-granting of official permits or for similar reasons. In the event of a major delay, we will inform the client.
acceptance
The object of the order shall be deemed to have been accepted upon delivery and unopposed acceptance. The handing over takes place in principle in a shipyard designated by us.
If the client requests delivery of the object of the order, this shall be at his expense and risk.
If the customer is in default with the acceptance of the object of the order, we may charge the usual reminder fees. Any necessary insurance policies taken out in the interest of the client shall be at the client's expense. The customer shall be in default of acceptance if he does not collect the object of the order against payment of the invoice within one week of being notified of completion or of the provisional or ffinal invoice having been sent to him.
If the customer is in default of acceptance, our liability for any type of damage, including damage caused by the negligence of third parties, is excluded.
warranty
After acceptance of the subject of the order, all warranty claims for both obvious and hidden defects shall be excluded.
Insofar as we expressly acknowledge a warranty and a warranty can also be considered, the following shall apply without prejudice to Clause
The warranty obligation shall also expire if we are not notified of the defects immediately after they have been discovered and precisely described in writing.
The warranty obligation shall also expire if the defective work or objects have meanwhile been altered or repaired by another shipyard, by the client himself or by a third party.
Warranty for makeshift repairs, which are carried out at the request of the client and for external services are excluded in any case.
Right of retention and lien
We shall be entitled to a right of retention and a contractual lien on the object which came into our possession on the basis of the order in respect of all services rendered on account of our claims arising from the order. The right of retention and the contractual lien may also be asserted on account of claims arising from earlier performances or other claims. A right of retention and a contractual lien are also agreed in the event that other items which are the property of the customer are brought to us at a later point in time and claims from the business relationship still exist at this time.
If we make use of our right to sell by way of a pledge, it shall be sufficient to send a written notification to the last known address of the customer in order to threaten the sale. In addition, we shall be entitled to freely sell the items in our possession at any time, at any place we deem suitable, in one go or gradually to our satisfaction, without the need for the acquisition of an enforceable title, the observation of the regulations applicable to enforcement or the observance of a time limit. In particular, the provisions of §§ 1237 sentence 2 and 1238 BGB shall not apply. A prior warning is not
reqretention of title
We reserve title to the new products delivered by us and to any new products resulting from the processing of the delivered goods until payment of our entire claim and settlement of any balance arising from the current account relationship to the debit of the customer.
If our property has become part of a joint property by combining, mixing or processing with other objects, we shall become co-owners of the aforementioned object with which the joint property has arisen in proportion to the values.
The customer may resell the delivered goods and the objects resulting from their processing only in the ordinary course of business. He hereby assigns to us all claims to which he is entitled from the resale or on any other legal grounds as our security. He is entitled to collect the assigned claims as long as he fulfils his payment obligation towards us in accordance with the contract. In the other case, we are entitled to inform the third party purchaser of the assignment and to collect the claim ourselves. Access by third parties to the goods delivered under retention of title or to the assigned claims must be notified to us immediately. The customer must immediately transfer to us the amounts collected by him for us with regard to the assignment of the claim as soon as and to the extent that our claims are due. Even if the customer does not comply with this obligation, we are entitled to the amounts collected and must keep them separately.
liability
We shall not be liable for damages and losses to the order items and parts thereof handed over to us for processing unless they have been caused intentionally or grossly negligently by us or our personnel.
Unless otherwise stipulated in these terms and conditions, our liability for damage to the object of the order or parts thereof shall be limited to repair. If repair by us or by an expert recognised by both parties is impossible or involves disproportionately high costs, our liability shall be limited to the replacement of the value of the ordered item or the damaged parts on the day of the damage. This provision shall apply mutatis mutandis to the loss of the subject of the order as well as to the loss of parts of the subject of the order.
We have only disregarded our duty of care if an unsuitable person has been commissioned to carry out the necessary work during the inspection of the object of the order.
The risk of test flights, engine test runs or other work necessary for checking the subject of the order shall be borne by the customer if he himself or his representative carries out the corresponding work.
We are only responsible for intent during the customer's delay in acceptance.
In no case shall we be liable for additional contents of aircraft unless they have been handed over to us for safekeeping in a special manner and against receipt.
If we pass on an order placed with us in whole or in part to another company in accordance with these conditions, the liability shall in any case be limited to the assignment of the claims to which we are entitled against the subcontractor.
The customer agrees to indemnify us from any liability towards third parties and from any claims raised by third parties against us which arise through him or in connection with the order placed by him, unless we have acted intentionally. In addition, we shall not grant compensation for direct or indirect damage, irrespective of the legal grounds (including positive breach of contract and tort). Any lost profit will not be reimbursed in any case. We are also not liable for the costs of the client if additional travel or flight costs or other costs are incurred by the client due to incorrect completion.
The client is liable for all damages caused by him or by persons commissioned by him.
insurances
We do not keep the objects handed over to us by the customer insured or only partially insured. The risk of insurance cover for the subject of the order shall be borne by the customer.
If we insure the order items and an insured event occurs, the possible costs incurred by us and then those of the customer shall be satisfied from the insured sum.
We shall not be obliged, unless there is a corresponding written agreement, to take out insurance for damages of any kind for the objects entrusted to us.
Other conditions
The place of jurisdiction for both parties shall be Saarbrücken or, at our option, another place in the Federal Republic of Germany.
The legal relationship between the parties shall be governed exclusively by German law.
Claims of the customer arising from contracts concluded with us shall in no case be transferable without our express consent.
Agreements or assurances which deviate from or supplement the above conditions shall only be valid if they have been agreed in writing and signed by both parties.
If, for legal reasons or because they are waived, individual of the above conditions do not apply, this shall not affect the validity of the remaining conditions.