General information

These General Terms and Conditions of Sales apply to contracts between ProfEC Ventus GmbH (“ProfEC Ventus”) and business clients, including entrepreneurs within the meaning of § 14 BGB, legal entities under public law and special funds under public law.

They define the contractual framework for the services and deliveries provided by ProfEC Ventus. Any deviating, conflicting or supplementary terms of the Client shall only apply if expressly accepted by ProfEC Ventus in text form.

Proviso

ProfEC Ventus may correct, replace, suspend or declare reports, certificates, expert opinions and other results invalid if they are subsequently found to be objectively incorrect, based on materially incorrect initial data or no longer permissible under applicable legal, regulatory or accreditation requirements.

The Client shall cease operational use of documents declared invalid and take reasonable measures to prevent misleading or safety-relevant use.

Scope and Accomplishment

The type, scope, place of performance, dates and results owed are determined by the respective contract. ProfEC Ventus shall provide only the expressly agreed services and deliverables.

The applicable technical standards, regulations, guidelines, specifications and accreditation requirements are those agreed for the respective service. Where applicable, the valid scope of accreditation and the requirements in force at the time of performance shall apply.

The Client shall provide all information, data, documents, approvals, access and other cooperation required for proper performance. Delays or additional expenditure resulting from missing, incorrect or late cooperation may affect agreed deadlines and remuneration.

For testing, measurement, calibration, inspection, expert, consulting and data services, ProfEC Ventus owes the professionally agreed service and documentation, but not a specific measurement result, financing, approval, energy yield or economic success unless expressly agreed as a verifiable contractual performance or guarantee.

Confidentiality

Both parties shall treat confidential technical, commercial and organisational information as confidential and use it solely for contractual purposes. The confidentiality obligations continue for five years after termination of the contract. Trade secrets remain protected for as long as they retain their confidential nature.

Payment

Remuneration, additional costs and invoicing are governed by the agreed offer, order confirmation, contract and applicable special terms. Additional services or expenditure resulting from changes to the agreed scope or circumstances attributable to the Client may be charged separately in accordance with the applicable contractual arrangements.

Invoice Due Date

Unless otherwise agreed, invoices are payable within 14 calendar days.

The statutory consequences of default in payment remain unaffected. Further rights of ProfEC Ventus, including rights arising from suspension or termination of performance, are governed by the contractual and statutory provisions.

Warranty

ProfEC Ventus provides the agreed services and delivers goods free from material and legal defects in accordance with the statutory provisions, unless otherwise agreed.

The contractually owed quality is determined primarily by the offer, order confirmation, agreed technical specifications, expressly designated data sheets, applicable standards and the agreed purpose of use.

For testing, measurement, calibration, inspection, expert, consulting and data services, a result that differs from expectations, forecasts, previous measurements or results obtained by other methods does not in itself constitute a defect. The agreed subject, period, data basis, scope, procedure and stated measurement or forecast uncertainty are decisive.

Specific availability, accuracy, service life or other performance of measurement systems, sensors, remote sensing devices, data loggers or other technical systems is only owed where expressly agreed with objectively verifiable criteria.

Statutory defect rights, subsequent performance, warranties and applicable limitation periods remain governed by the provisions of the General Terms and Conditions.

Place of Fulfillment – Place of Jurisdiction – Applicable Law

The place of performance is the place specified in the contract. If no place of performance is agreed, the registered office of ProfEC Ventus shall apply.

German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) where applicable.

To the extent legally permissible, the exclusive place of jurisdiction is the registered office of ProfEC Ventus for the clients specified in the General Terms and Conditions. Mandatory statutory places of jurisdiction remain unaffected.

Severability Clause

Should individual provisions of the contract or these General Terms and Conditions be wholly or partly invalid or not effectively incorporated, the validity of the remaining provisions shall remain unaffected. The applicable statutory provisions shall replace any invalid provision.

In case of multilingual versions, the German version shall prevail, unless otherwise agreed in the contract.

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