These general terms and conditions (GTC) are part of all contracts concluded between Z + S Zahlen und Struktur GmbH and their customers. The business object of Z + S Zahlen und Struktur GmbH is business consulting, the external takeover of corporate controlling and the external of bookkeeping for companies.

The contract is concluded with the written acceptance of the offer by Z + S Zahlen und Struktur GmbH by the customer. Acceptance can be made by post to: Z + S Zahlen und Struktur GmbH, Sebastianusstrasse 38, D-52146 Würselen or by E-Mail to: finance@zahlenundstruktur.de.

The customer will be informed about his rights and the terms and conditions before the contract is concluded. When placing an order, the customer expressly accepts the terms and conditions.

Any changes, side agreements and assurances of a contract require a written confirmation with the legally binding signature of the parties to be effective.

The managing director alone is authorized to sign for Z + S Zahlen und Struktur GmbH.

The GTC are usually sent to the customer together with the contract offer or the signed contract. The current version of the general terms and conditions can be viewed on the Z + S Zahlen und Struktur GmbH website (www.zahlenundstruktur/agb). The version valid at the time the contract is concluded applies.

These terms and conditions apply exclusively. If different terms are formulated with the customer in the individual offer, these agreements take precedence over the general terms and conditions.

Conditions of the customer that deviate from the general terms and conditions are only accepted after Z + S Zahlen und Struktur GmbH has agreed to the new conditions in writing.

Insofar as provisions deviating from certain points regulated in these General Terms and Conditions are made by Z + S Zahlen und Struktur GmbH or by the customer, the General Terms and Conditions remain part of the contract.

The general terms and conditions apply to companies.

The contract language is German.

The subject of the contract is business consulting, the external takeover of corporate controlling and the external bookkeeping for companies

Z + S Zahlen und Struktur GmbH reserves the right to withdraw from a contract or to reject an offer in special circumstances. This can be done without giving reasons. Special circumstances are, for example, the existence of a conflict of conscience or the lack of the necessary relationship of trust to provide the service.

As the services of Z + S Zahlen und Struktur GmbH are based on the individual professional knowledge and knowledge of its consultants, Z + S Zahlen und Struktur GmbH reserves the right of withdrawal if one of its consultants is prevented from providing the service and with reasonable effort no replacement can be obtained. (e.g. sudden illness, death of the consultant).

When the contract is terminated, the claims of Z + S Zahlen und Struktur GmbH for services already rendered are retained. Z + S Zahlen und Struktur GmbH reserves the right to claim further damages.

Z + S Zahlen und Struktur GmbH is entitled to withdraw from the contract if, after the contract has been concluded, the customer’s economic situation has deteriorated significantly, an application to open insolvency proceedings has been filed or the customer is in default. The delay can relate to the non-payment of an invoice as well as to lack of additional work on the part of the customer.

For the implementation of consulting services, Z + S Zahlen und Struktur GmbH relies on the cooperation of the customer. Upon request, the customer undertakes to provide all documents and information required for the execution of the contract in full and in good time. The customer must also have functioning accesses (each with password) to IT systems in good time, i.e. at the start of the order.

The customer’s cooperation services are provided free of charge, unless otherwise agreed.

If the customer does not fulfil his obligations to cooperate, or fails to do so within the specified period, Z + S Zahlen und Struktur GmbH is entitled to terminate the contract. In this case, further claims remain unaffected.

The time and place of performance result from the offer.

The point in time of the provision of services specified in the contract is not binding insofar as the agreed points in time are only fulfilled when the obligations incumbent on the customer are fulfilled (e.g. providing of relevant documents, the cooperation of the customer) can be observed. The performance time may change in the event of subsequent change requests.

As part of the agreement, the offer countersigned by the contractual partners (i.e. Z + S Zahlen und Struktur GmbH and the customer) and the general terms and conditions apply.

The prices quoted are net prices for all contracts with companies. They do not include VAT, which is shown separately on the invoice.

All prices stated by Z + S Zahlen und Struktur GmbH are exclusive of travel and accommodation costs, unless otherwise agreed.

Payment is made by transfer to the account shown on the invoice and is payable without deduction within the payment period agreed with the customer.

If no payment period has been agreed, the invoice amount is due without deduction within 14 days after the invoice is issued

In the event of force majeure, Z + S Zahlen und Struktur GmbH is entitled to suspend the fulfilment of the contract without judicial intervention, without Z + S Zahlen und Struktur GmbH being obliged to pay any compensation.

Force majeure is understood by Z + S Zahlen und Struktur GmbH as any circumstance based on which the customer can no longer reasonably be expected to fulfil the contract. These include in particular fire, official measures, floods, strikes, work breaks, lockouts, adverse weather conditions, epidemics, if hardware, software or the Internet or other telecommunications connections are temporarily not available or not sufficiently available and this is necessary for the execution of the contract and also any other situation over which Z + S Zahlen und Struktur GmbH cannot exercise decisive control, both in the company of Z + S Zahlen und Struktur GmbH and in the company of third parties.

Z + S Zahlen und Struktur® is a trademark of Z + S Zahlen und Struktur GmbH registered with the German Patent and Trademark Office. Unauthorized use is legally prosecuted.

The guarantee is based on the legal provisions of the Federal Republic of Germany.

Z + S Zahlen und Struktur GmbH undertakes not to disclose the customer’s internal information, which Z + S Zahlen und Struktur GmbH receives in the course of contract processing. This only applies if silence is to be reconciled with the penal code.

The place of jurisdiction is Aachen (Germany).

The law of the Federal Republic of Germany applies exclusively to contracts concluded with the customer of Z + S Zahlen und Struktur GmbH. The application of the United Nations Convention on Contracts for the International Sale of Goods and the conflict of laws of private international law are excluded.

The data protection declaration of Z + S Zahlen und Struktur GmbH can be viewed on the homepage at https://zahlenundstruktur.de/en/data-protection/  and is not separately regulated in the terms and conditions. If you have any questions, please do not hesitate to contact us at datenschutz@zahlundstruktur.de.

Z + S Zahlen und Struktur GmbH is only liable for the breach of contractual obligations if they were caused by them intentionally or through gross negligence.

If other services or advisory services are the subject of the contract, the services are only provided as part of a service contract. Also, Z + S Zahlen und Struktur GmbH is not liable for any particular success.

Claims for damages due to non-performance caused by force majeure or if one of their experts is prevented from performing the service for health reasons and no replacement can be obtained with reasonable effort are excluded.

Insofar as Z + S Zahlen und Struktur GmbH is obliged to pay compensation due to gross negligence on the part of its organs, the claim is limited to compensation for the damage that was foreseeable at the time the contract was concluded.

Should one or more provisions of these terms and conditions be invalid or declared invalid, the remaining provisions remain unaffected.

In case of legal litigation, the german version of this Terms & Conditions is binding.

Würselen, 20.04.2020

Margit Claussen

General Manager