General Terms and Conditions of the SHS plus GmbH

The German verison of this contract shall be taken as authoritative.
This English translation exists merely for the convenience of the reader and no guarantee will be given with respect to its accuracy.

§1 General remarks

The following conditions as per this contract apply to all services of the SHS plus GmbH with seat in Oberhausen, Germany, in the following SHS.

Any possible general conditions of the contracting party are not part of the contract, even if SHS does not expressively contradict them, and in particular will not be tacitly accepted.

§2 Contractual item

The subject of the contract is the execution of the scope of service as described in the quotation. The quotation is part of the present contract.

§3 Contract value and terms of payment

The contracting party pays SHS for the execution of the offered achievements the net sum in euros, as specified in the quotation, plus the legal value added tax. The rate of value added tax which is in effect at the time of completion of the scope of service shall apply to the payment.

Bills from SHS are payable within 30 days after receipt without deductions.

Transfers can be carried out with debt-liberating effect only to the trading account indicated on the bill by SHS. The invoice amount becomes due with the date of the rendering of the invoice.
With delay of payment of the contracting party SHS is entitled to stop work on the current project until the receipt of payment. In the case of default interests at a value of 4.5% will result, starting from the first day of the delay, in addition to the rate of discount which is in effect at that time

§4 Completion of the work

All achievements are accomplished in close contact between the contracting parties. Results are summarized in reports. SHS will so far consider change requests by the contracting party, as that is possible without increased workload. Larger changes require a modification of the contract.

§5 Guarantee and liability

The guarantee given by SHS extends to the application of scientific care as well as to the adherence to the appreciative rules of technology.
SHS does not take over a warranty for success, which results from the furnished achievement.
The liability is limited for proven damage up to the height of the appointed fee and is limited to resolution or rough negligence. For consequential damage no liability will be taken.

§6 Confidentiality

As far as the contracting parties, in connection with the execution of the project, exchange documents or information which are marked as confidential the other contracting party will guarantee the confidential treatment of these documents or information.

§7 Publication

SHS is entitled to publish any outcomes resulting from working on the contracted services, without exposure of the contractors’ identity, for advertising and/or publication purposes.
Furthermore SHS is entitled to name the contracting party as a reference after the conclusion of the contracted assignment.

§8 Retention of title

All performances provided by SHS remain property of SHS until all existing claims against the contractor are fulfilled.

§9 Duration of the project or licence period

The contract begins
with the signature of both parties and ends on the date specified in the quotation, but no later than with the complete transfer of the results by SHS and the final payment by the contractor. An extension of the contract is possible, by written agreement of both parties.

Termination of the contract is only possible for important reason. In this case SHS is obligated to deliver all results that have been achieved so far. The contracting party is obliged to
incur any performances already achieved by SHS to the
date of the termination but no more than the amount of the contract value.

In the case of out-licensing of software the licence period described in the offer and the associated EULA shall apply. An early termination of the licence period is not possible.

The rights and obligations under §§ 5, 6, 7 and 8 remain unaffected by the termination of the contract.

§11 Jurisdiction

Place of performance and jurisdiction is the seat of SHS, Oberhausen, Germany.

§12 Contract changes

Amendments and supplements to the contract must be in writing.

§13 Severability clause

Should one or several terms of this agreement be or become invalid in any extend the remaining terms shall not be affected. Instead, the contracting parties agree that such invalid terms shall be replaced by a term that is valid and that comes closest and is economically equal to the invalid terms.


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SHS plus GmbH
Dieselstr. 30
46539 Dinslaken

Tel.: 02064 / 970 93 70
Fax: 0208 / 4519 900 -8

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