General terms of business
1. Scope of Application
These "General Terms of Business" shall apply to all legal relationships between the Principal and Lampe & Schwartze Claims Services GmbH. Differing terms of business of the Principal shall not form part of the present agreement, unless accepted in writing by Lampe & Schwartze Claims Services GmbH.
Where Lampe & Schwartze Claims Services GmbH is commissioned to sell damaged goods, the provisions contained in the "Special Conditions for the Sale of Damaged Goods" shall take precedence over these "General Terms of Business". These terms shall be deemed to be accepted by the Principal as well as the bidder or purchaser upon first notification to this effect by Lampe & Schwartze Claims Services GmbH.
The "General Terms of Business" and the "Special Conditions for the Sale of Damaged Goods" shall be sent upon request and are available for inspection at the offices of Lampe & Schwartze Claims Services GmbH". These conditions are applicable in their valid version for all actual and future business with the Principal, even if not expressly referred to.
2. Award of Contract
The contract shall be formed orally or at the request of one of the parties made in writing. Changes, modifications, additional and/or collateral agreements to written contracts shall also require written form.
3. Performance of the Contract
For all the services rendered by Lampe & Schwartze Claims Services GmbH these are to be considered services only. In no case a certain success is owed by Lampe & Schwartze Claims Services GmbH.
In performing its obligations under this agreement Lampe & Schwartze Claims Services GmbH shall, at its sole discretion, engage, on the behalf of and at the expense of the Principal, the services of independent experts, agents and subcontractors to perform the necessary and usual examinations, enquiries, investigations to undertake travel and inspections as well as the production of photos and other supporting documentation. Provided that said services shall not entail unusually high costs or unusual measures, the prior approval or consent of the Principal shall not be required.
As long as not otherwise agreed in a specific instance the results of said activities shall be presented in a report in writing. Oral information shall not be binding.
4. Utilisation of Benefits
Benefits resulting from the contractual performance of Lampe & Schwartze Claims Services GmbH shall be utilised by the Principal exclusively in the scope of the contract awarded and transmitted to the insurer or third parties with vested interests. Transmission to other third parties or other uses shall require prior approval in writing.
The remuneration shall be determined, as long as not otherwise agreed, on the basis of the time spent and the hourly rate currently in force which shall be notified to the Principal upon request. All authorized expenses and value added tax shall be payable in addition to the remuneration.
Information given in advance with regard to remuneration in case of doubt represent non committal estimates. If an estimate or an agreement with regard to the remuneration exists, the Principal shall be notified in the event that in the performance of the contract it is discerned that due to unforeseeable circumstances the contract cannot be accomplished for the estimated or agreed remuneration. Should the Principal decide to withdraw from the contract, he shall pay for the extent of the work performed.
Invoices are immediately payable and due regardless of whether the contents of an appraisal report or expert opinion would lead to the indemnification by a third party or not. This shall apply also in the event that the Principal shall address Lampe & Schierenbeck Claims Services GmbH as the specialist or claims adjuster named in an insurance policy.
6. Business and Trade Secrets
Lampe & Schwartze Claims Services GmbH is obliged not to publicise, transmit or use business and trade secrets made known to it in confidence or otherwise accessible only through this agency contract. This obligation shall survive the term of the agency contract between the parties.
The liability of Lampe & Schwartze Claims Services GmbH to compensate the Principal or third parties incorporated in the scope of protection of this contract shall be limited to cases of gross negligence in the performance of this contract by Lampe & Schwartze Claims Services GmbH, its legal representatives, subcontractors or other third parties for whom Lampe & Schwartze Claims Services GmbH is liable. This shall not apply to claims arising out of obligations which are of the essence of the contract. Direct claims against the employees, sub-contractors, or other third parties who provided services to Lampe & Schwartze Claims Services GmbH in the performance of this contract - with the exception of intentional acts of said persons - are excluded, provided that they were acting in the scope of their contractually assigned duties.
Provided according to paragraph 1 liability is given this liability is limited to direct losses to the extent and provided that they were foreseeable for this type of contract.
Lampe & Schwartze Claims Services GmbH's liability to pay damages according to paragraph 1 is limited to a maximum amount of EUR 100.000,- per contract and per claim event. This shall not apply to intentional or grossly negligent acts of senior executives.
The exclusions stated in this clause 7 shall also apply to the benefit of all our employees, subcontractors, and other third parties acting for us in performing the contract.
8. Unenforceability Due to Timebar
Claims, regardless of type, shall be time barred after a term of twelve (12) months starting with the end of the activities of Lampe & Schwartze Claims Services GmbH in performance of the contract.
In the event that Lampe & Schwartze Claims Services GmbH should not commence performance, contrary to the terms of the contracted agreement, the aforementioned term of the time bar shall begin three (3) months after the conclusion of the contract.
Performance shall be deemed to have ended when the Principal has received the report or other services, or has been notified that Lampe & Schwartze Claims Service GmbH shall not perform or continue to perform, or with the expiration of a deadline set by the Principal for the delivery of a report of performance of other services.
9. Place of Performance, Venue and Applicable Law
The place of performance for obligations of the agency contract and the related tasks and duties shall be the registered place of business of Lampe & Schwartze Claims Services GmbH, Bremen.
The place of jurisdiction is Bremen. The foregoing notwithstanding, Lampe & Schwartze Claims Services GmbH shall have the right to file lawsuits against the Principal before the court of Bremen in the jurisdiction of his place of business.
German law shall apply to all legal relationships between the contracting parties.
10. Invalid Contract Stipulations
In the event that a provision, in whole or in part, should be declared invalid, it shall not affect the validity of the remaining provisions. Invalid provisions or parts thereof shall be replaced and any gaps in meaning filled with the applicable statutory provision