Terms and Conditions
1. Scope
1.1. The scope of application covers all business transactions between IQ Technologies for Earth and Space GmbH (hereinafter referred to as „IQ“) and the respective purchasing company (natural person or legal entities under private or public law/authorities - (hereinafter referred to as the „client“). Deviating or conflicting terms and conditions of the customer shall only become effective if IQ expressly agrees to their validity in writing.
1.2.These General Terms and Conditions apply to the provision of goods and/or services purchased by the client from IQ.
1.3.The GTCs are deemed to have been agreed between IQ and the client upon conclusion of the contract.
2. Conclusion of contract
2.1. A binding contract between IQ and the customer is only deemed to have been concluded when the client has issued the order confirmation and this has been fully accepted in writing by IQ. Every offer from IQ is non-binding, unless expressly agreed otherwise.
2.2.The client is obliged to provide the specifications and technical requirements agreed in the purchase contract within the period agreed in the contract.
2.3. Any change, amendment, revision or termination of an already accepted purchase order is subject to the approval of an authorized representative of IQ.
2.4. Unless otherwise agreed, all fees are calculated in EURO.
2.5. Individual agreements made with the client (including collateral agreements, supplements and amendments) and specifications in our order confirmation shall take precedence over these General Terms and Conditions. A written contract or our written confirmation must exist for such agreements to be valid.
3. Terms of payment
3.1. The prices of IQ offers are subject to statutory value added tax.
3.2. It is agreed, that an advance payment of 50% of the order amount will be charged when the contract is signed. Compliance with the payment deadline of fourteen (14) calendar days and the amount stated in the invoice are binding, unless a deviating agreement has been made. If the due date of the down payment is exceeded by more than fourteen (14) calendar days, IQ reserves the right to carry out the delivery only after full payment of the remaining amount.The remaining 50% of the order amount shall be due for payment after complete fulfilment of the service within fourteen (14) calendar days, unless otherwise agreed.
3.3. In the event of late payment, IQ reserves the right to charge interest on arrears at a rate of 4 percentage points above the base interest rate (Euribor).
4. Terms of delivery
4.1. Deliveries are made on the basis of the provisions of the International Chamber of Commerce ("ICC") Incoterms 2020, EXW or the set of rules that replaces the Incoterms 2020. Supplementary conditions for the online store are set out under 5.
4.2. The client is obliged to provide the details of his delivery address and his conveyancetransport company within fourteen (14) days of signing the contract/placing the order.
4.3. The goods will be delivered within a period agreed in writing between the parties after IQ has received the advance payment, unless otherwise agreed between the parties in section 3 (Terms of payment).
5. Online store
5.1. IQ operates online stores exclusively in business transactions with companies or public institutions. As this is not a business relationship with private customers (consumers), the right of return for consumers in distance selling contracts does not apply.
5.2. Point 4 of these General Terms and Conditions (GTC) applies mutatis mutandis to all deliveries by IQ based on orders placed via online stores operated by IQ.
5.3. The presentation of the products in the online store does not constitute a legally binding offer, but only an invitation to order.
5.4. By clicking on the button [Buy/Order at cost], the customer places a binding order for the goods listed on the order page. The purchase contract is concluded when IQ confirms this order with an order confirmation by e-mail.
5.5. Once the invoice has been fully paid, the delivery times specified by IQ shall apply.
5.6. For orders in the webshop, deliveries are made on the basis of the provisions of the International Chamber of Commerce ("ICC") Incoterms 2020, DAP.
5.7. The prices listed in the online store include packaging. Shipping and insurance are calculated and displayed during checkout depending on the delivery area.
6. Retention of title clause
6.1. The delivered goods remain the property of IQ until full payment has been made. This includes future deliveries and also applies if this is not expressly stated. IQ reserves the right to reclaim the delivered products if the client does not behave in accordance with the contract.
6.2. It is not permitted to sell, pledge or transfer the unpaid delivery as security in any way. Any costs in connection with a necessary intervention shall be borne by the contractual partner.
6.3. IQ reserves the property rights and copyrights to all documents provided to the customer in connection with the placing of the order.
7. Warranty and rectification of defects
7.1. The warranty period shall be one year and shall commence after the service has been provided/handed over in accordance with the agreement in the contract.
7.2. The fulfillment of the client's obligations under the purchase contract is a prerequisite for the entitlement to the service and the warranty.
7.3. The client is obliged to report obvious defects in writing within 14 calendar days of receipt of the goods/services. Otherwise the warranty claim shall lapse.
7.4. IQ will examine the warranty claim within 14 calendar days after receipt of the defective item at IQ. If the warranty claim is justified, IQ reserves the right to rectify the defect within a reasonable period of time.
7.5. A claim for damages caused by delay cannot be asserted within these deadlines.
8. Disclaimer
8.1. IQ is liable in accordance with the statutory provisions for damages of the contractual partner that are caused by intentional or grossly negligent behavior of IQ or its vicarious agents in the course of the fulfillment of the contract. Cases of simple negligence are excluded insofar as they are compatible with the statutory provisions
9. Confidentiality
9.1. IQ undertakes to treat all confidential business and trade secrets of the contractual partner with the utmost care. IQ will neither directly nor indirectly pass on this information to third parties nor use it for purposes other than those stipulated in the contract. IQ guarantees the obligation of its employees in order to maintain confidentiality. This obligation remains in force even after the termination of this contract.
9.2. In the case of an existing non-disclosure agreement (NDA), this remains in full force and effect.
9.3. At the same time, the same confidentiality obligations also apply to the contractual partner (client).
9.4. After completion of the order, IQ is entitled to publish the contractual work in whole or in part for advertising purposes, unless otherwise contractually agreed.
9.5. IQ's plans, reports, studies, technical documents and similar are protected by copyright. Any publication in whole or in part is only permitted with the consent of IQ.
10. Termination and withdrawal
10.1. IQ reserves the right to withdraw from the purchase contract if the customer breaches a contractual obligation. This applies in particular if the customer defaults on a partial performance or an agreed cooperation activity, which makes the execution of the order by IQ impossible or considerably hinders it. In this case, IQ retains the right to the entire agreed purchase price.
10.2. Withdrawal from the contract is only permitted for important cause. In the event of a delay in performance on the part of IQ, the client can only withdraw from the contract after a reasonable grace period has been set; IQ must be informed of the grace period in writing.
10.3. If the client intends to withdraw from the purchase contract, at least 50% of the purchase contract shall be due as compensation for the expenses incurred. If the costs incurred up to that point are already above this 50%, these costs will be invoiced instead with proof.
11. Final provisions
11.1. These General Terms and Conditions and the entire contractual relationship between IQ and the client are subject to the laws of the Federal Republic of Germany, whereby the UN Convention on Contracts for the International Sale of Goods is excluded.
11.2. Unless otherwise agreed, the place of fulfillment for all obligations arising from the contractual relationship is Berlin, Germany.