General Terms and Conditions (AGB)

(1) These General Terms and Conditions apply to all contracts between Grüner Baum GmbH, Vorstädter Str. 32, 55276 Oppenheim (hereinafter "Provider") and its customers for marketplace management, EU market entry consulting, fulfilment services, and related services.

(2) Deviating or conflicting conditions of the customer only become part of the contract if the Provider expressly agrees to them in writing.

(1) The presentation of services on the website does not constitute a binding offer, but an invitation to submit an offer.

(2) The contract is concluded through the Provider's offer and acceptance (order confirmation, signing of an offer or order form, or commencement of service provision).

(1) The specific scope of services results from the respective offer or service description (Statement of Work).

(2) The Provider renders services in accordance with recognised standards of technology. Unless a works contract (§§ 631 ff. BGB) is expressly agreed, service contract law (§§ 611 ff. BGB) applies.

(3) The Provider is entitled to engage suitable subcontractors. Responsibility towards the customer remains unaffected.

(1) The customer shall provide all information, access, content, and approvals necessary for service provision in a timely manner.

(2) Delays attributable to a lack of cooperation shall extend agreed deadlines accordingly and entitle the Provider to charge documented additional expenses.

(1) The prices stated in the respective offer plus statutory VAT apply. For services to entrepreneurs in other EU countries with a valid VAT ID, the reverse charge procedure (§ 13b UStG) is applied.

(2) Unless otherwise agreed, project services are invoiced as follows: 50% upon order placement, 50% upon acceptance or delivery. For ongoing services (retainer/subscription), invoicing is monthly in advance.

(3) Invoices are due for payment without deduction within 14 days of the invoice date. In the event of late payment, statutory default interest (§ 288 BGB) applies.

For works contract services, the customer must declare acceptance within 10 working days of provision or report material defects in writing. If the customer uses the service productively or fails to respond within the deadline, the service is deemed accepted.

(1) Unless otherwise agreed, the customer receives, upon full payment, a simple, non-transferable, perpetual right of use to the work results specifically created for them for the contractually intended purpose.

(2) The customer has no exclusive rights to the Provider's pre-existing components, general libraries, frameworks, and know-how; the Provider retains the right to continue using and developing these.

(1) The Provider warrants that services essentially conform to the agreed service description. Insignificant deviations do not constitute a defect.

(2) The warranty period is 12 months from acceptance or service provision, to the extent permitted by law.

(1) The Provider is liable without limitation for intent and gross negligence as well as for injury to life, body, or health.

(2) In the event of slightly negligent breach of essential contractual obligations (cardinal obligations), liability is limited to the contract-typical, foreseeable damage. Otherwise, liability for slight negligence is excluded.

(3) Liability for indirect damages, lost profits, or data loss is, except in the cases of paragraph 1, excluded. The customer is responsible for regular data backups.

(4) Liability under the Product Liability Act remains unaffected.

(1) The parties undertake to keep confidential all confidential information that has become known in the course of cooperation.

(2) Insofar as the Provider processes personal data on behalf of the customer, the parties shall conclude a separate data processing agreement pursuant to Art. 28 GDPR (DPA).

Project contracts end with acceptance of the service. Ongoing service contracts (retainer, subscriptions) may, unless a fixed term is agreed, be terminated with 30 days' notice to the end of the month. The right to extraordinary termination for good cause remains unaffected.

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.

(2) The exclusive place of jurisdiction for all disputes arising from or in connection with this contract is, to the extent legally permissible, the registered office of the Provider.

(3) Should any provision of these Terms be or become invalid, the validity of the remaining provisions shall remain unaffected.

(4) Amendments and additions require text form.