General Terms and Conditions

Preamble

These General Terms and Conditions of PrimeData IT apply to all deliveries and services provided by PrimeData IT to the client, as well as all related deliveries. They also apply to future transactions, even if not expressly referred to.

PrimeData IT enters into contracts and accepts orders only under these General Terms and Conditions of Business and Delivery. The obligations of PrimeData IT are determined exclusively by the scope and content of an order accepted by PrimeData IT or an order confirmation issued by PrimeData IT, together with the relevant sections of these terms applicable to the type of order.

§ 1 Scope

These terms and conditions govern the relationship between PrimeData IT, owner Oliver Schöller, Hippelstraße 32, 81827 Munich (hereinafter "Contractor") and the customer (hereinafter "Client"). Deviations are only valid if agreed in writing or if mandatory by law.

Deviating, conflicting or supplementary general terms and conditions of the client shall only become part of the contract if and to the extent that the Contractor has expressly agreed to their validity.

§ 2 Scope of Services

The services of PrimeData IT mainly consist of specialist IT consulting in the areas of telecommunications, maintenance, servers, email, and problem resolution and prevention through the use of hardware and software.

PrimeData IT primarily acts as an on-site service provider for operating and network systems based on Linux, MS Windows Server and desktop operating systems (registered and protected trademarks of Microsoft Corporation), Apple OS (registered and protected trademark of Apple Inc.) and applications running thereon.

In addition, and always in consultation with the client, PrimeData IT also provides installation, adaptation and preparation of hardware and software, user training, repair and conversion of hardware, system maintenance, data backup, and creation and maintenance of websites. PrimeData IT reserves the right to expand, change and improve its services.

The Contractor is entitled to engage subcontractors, provided the Client is informed accordingly.

§ 3 Offer – Order Confirmation

3.1   Offers from PrimeData IT are freely revocable and are merely to be understood as an invitation for the customer to submit an offer. A contract is only formed through a written order confirmation by PrimeData IT or through delivery of the ordered goods.

3.2   All information in brochures, advertisements, etc. – including prices – is non-binding.

3.3   By placing an order, the customer bindingly declares their intention to purchase the ordered goods. PrimeData IT is entitled to accept the contractual offer contained in the order within two weeks of receipt. Acceptance may be declared either in writing or by delivery of the goods.

3.4   If the customer orders the goods electronically, PrimeData IT will confirm receipt of the order without delay. This confirmation of receipt does not yet constitute binding acceptance of the order and may be combined with the declaration of acceptance.

3.5   The conclusion of the contract is subject to correct and timely supply by our own suppliers, provided that the non-delivery is not the responsibility of PrimeData IT. The Client will be informed immediately of the unavailability of the service; any consideration already paid will be refunded without delay.

3.6   PrimeData IT expressly reserves the right to make changes to models, designs or equipment for deliveries under a contract, provided that such changes are not fundamental, the contractual purpose is only insignificantly restricted, and the customer's interests are not unreasonably affected.

§ 4 Price and Payment Terms

4.1   By accepting an offer, order confirmation or invoice, the Client bindingly acknowledges the payment and delivery terms agreed therein.

4.2   Unless otherwise agreed in writing, all invoices are payable within fourteen days without any deduction.

4.3   Prices are in euros plus statutory VAT, excluding packaging and shipping costs, ex our premises. Where billing is based on time and expenses, hourly rates, travel and incidental costs are based on the applicable PrimeData IT price list, unless otherwise agreed.

4.4   For shipped goods, prices are likewise ex Munich, but plus packaging and postage or delivery costs.

4.5   Agreed prices are based on standard industry cost factors. Should these cost factors change between the placement of the order and delivery, PrimeData IT is entitled to adjust the price if at least four months have passed since the order was placed.

4.6   The Client is not entitled to withhold payments, without prejudice to their right to refuse payment due to incomplete or defective performance. The Client may only set off claims that have been legally established, are ready for decision, or have been acknowledged by PrimeData IT.

4.7   All payments are generally credited against the oldest outstanding debt.

4.8   If the Client fails to meet its payment obligations, ceases payments, or a bank fails to honour a cheque or direct debit, PrimeData IT is entitled to withdraw immediately from the delivery contract without prior notice. In such cases, all claims of PrimeData IT against the Client become immediately due, regardless of their original due date. The same applies if circumstances become known that seriously call the Client's creditworthiness into question.

4.9   If the Client is in default of payment, PrimeData IT will charge default interest of 5% above the base interest rate, as well as collection costs.

4.10   The Client is only entitled to set-off rights if their counterclaims have been legally established, are undisputed, or have been acknowledged by PrimeData IT. The Client may only exercise a right of retention if their counterclaim arises from the same contractual relationship.

§ 5 Client's Duty to Cooperate

The Client shall provide the Contractor in good time with all information, access data and resources required to perform the services. Delays caused by a lack of cooperation shall not be at the Contractor's expense.

The Client is obliged to ensure a complete data backup before work begins. The Contractor accepts no liability for data loss resulting from missing or faulty data backups.

§ 6 Reservation of Title

All goods sold by the Contractor remain the property of the Contractor until paid in full. The Client may only set off claims against PrimeData IT that are undisputed or have been legally established. The Client may only assert a right of retention based on counterclaims arising from this contract.

§ 7 Warranty / Liability

7.1   General guarantees for successful performance cannot be given in advance. Individual agreements in this regard are possible in writing. Defects subject to warranty will be remedied, at PrimeData IT's discretion, either by repair or replacement.

7.2   The warranty becomes void if repairs or modifications were carried out by the Client or third parties rather than by PrimeData IT, if there are operating errors by the Client or its employees, or if unauthorised changes to software or configurations were made without the consent of PrimeData IT.

7.3   Claims for damages arising from impossibility of performance, breach of duty, fault at the conclusion of the contract, and tort are excluded against PrimeData IT, unless there is intentional or grossly negligent conduct. This does not affect liability for culpable injury to life, body or health.

7.4   PrimeData IT is not liable for third parties. This applies in particular to hardware or software used or sold; the respective manufacturer's terms apply in this regard.

7.5   Liability for consequential damages and lost profits, as well as compensation for property damage within the meaning of the Product Liability Act, is excluded by mutual agreement.

7.6   When ordering licensed third-party software, the Client confirms awareness of the scope of that software. No warranty is given for software. The usage terms specified by the author or any applicable licence terms must be observed. PrimeData IT gives no warranty that the supplied software meets all of the Client's requirements, works together with other programs, or runs without interruption or error.

§ 8 Exchange / Return

Exchange and return are excluded for the manufacture of agreed, fully operational new equipment (IT hardware in the broader sense).

§ 9 Data Protection

The collection and processing of personal data is carried out in accordance with the provisions of the General Data Protection Regulation (GDPR) and the German Federal Data Protection Act (BDSG). For further details, please see our Privacy Policy.

§ 10 Confidentiality

Both parties undertake to treat all confidential information and trade secrets of the other party that become known to them in the course of their cooperation as strictly confidential and not to disclose them to third parties.

§ 11 Final Provisions

11.1   These terms are governed exclusively by German law, excluding the laws on the international sale of goods, even if the Client is domiciled abroad.

11.2   Unless otherwise stated in the order confirmation, the place of performance is the business location of PrimeData IT in Munich. For merchants, legal entities under public law, or special funds under public law, the place of jurisdiction is Munich.

11.3   Should individual provisions of these terms and conditions be or become invalid, in whole or in part, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a valid one that comes as close as possible to the economic purpose of the invalid provision.