This is a convenience translation. Only the German version is legally binding.
LegalRAIT Solution – Ramin Amini, Neuer Wall 1, 20354 Hamburg, Germany
Last updated: June 2026
(1) These General Terms and Conditions (T&Cs) apply to all contracts for IT consulting, project management, quality assurance, training and other IT services concluded between RAIT Solution (Ramin Amini, hereinafter the “Contractor”) and the Client.
(2) Deviating, conflicting or supplementary terms and conditions of the Client shall not become part of the contract unless the Contractor expressly agrees to their validity in writing.
(3) These T&Cs apply exclusively to entrepreneurs within the meaning of § 14 of the German Civil Code (BGB) (B2B).
(1) The Contractor's offers are subject to change and non-binding. A contract is concluded by written order confirmation or by signing a service agreement.
(2) The exact scope of services is set out in the respective offer or service description. Oral collateral agreements require written confirmation to be effective.
(3) The Contractor is entitled to engage qualified subcontractors or cooperation partners to provide the agreed services, provided that the Client is informed of this and no legitimate interests of the Client conflict with it.
(1) The Client shall provide the Contractor in good time with all information, documents and access required for the provision of the services.
(2) The Client shall appoint a competent contact person with decision-making authority.
(3) If the provision of services is delayed for reasons for which the Client is responsible, agreed deadlines shall be extended accordingly. Additional work resulting from delays caused by the Client shall be invoiced separately.
(1) Remuneration is based on the individually agreed offer. All prices are net plus statutory value added tax.
(2) Invoices are due for payment without deduction within 14 days of the invoice date, unless otherwise agreed.
(3) In the event of default in payment, the Contractor is entitled to charge default interest of 9 percentage points above the base interest rate pursuant to § 288 (2) BGB and to levy a reminder fee of EUR 5.00 per reminder letter.
(4) For projects with an order value of EUR 5,000 or more, the Contractor may request an advance payment of up to 30% upon placement of the order.
(5) Objections to an invoice must be notified in writing within 14 days of receipt. Thereafter, the invoice shall be deemed accepted.
(1) Both contracting parties undertake to treat as confidential all confidential information of the other party obtained in the course of the cooperation and not to disclose it to third parties.
(2) This obligation does not apply to information that is or becomes publicly known without either contracting party being responsible for this, or to information that was already known to a party before the start of the cooperation.
(3) The confidentiality obligation applies for the duration of the contractual relationship and for three years after its termination.
(1) All work results created within the scope of the order (concepts, documentation, analyses, blueprints, training materials, etc.) are subject to the Contractor's copyright.
(2) Upon full payment of the agreed fee, the Contractor grants the Client a simple (non-exclusive), non-transferable right of use for the agreed purpose.
(3) Without the Contractor's express written consent, the Client is not entitled to resell the work results, make them available to third parties or publish them.
(4) The Contractor is entitled to name the cooperation with the Client (without disclosing confidential content) as a reference in its public relations activities, unless the Client expressly objects.
(1) In cases of simple negligence, the Contractor shall only be liable for the breach of essential contractual obligations (cardinal obligations), the fulfilment of which makes the proper performance of the contract possible in the first place and on whose compliance the Client may regularly rely. In such cases, liability is limited to the typically foreseeable damage characteristic of the contract.
(2) To the extent permitted by law, the Contractor's total liability is limited in amount to the net fee agreed for the respective order. In the case of continuing obligations, the net remuneration for the last three invoiced months shall be the maximum liability.
(3) The Contractor shall not be liable for:
(4) The Contractor's consulting results, concepts, analyses and recommendations for action constitute expert assessments based on the information available at the time they were prepared. They do not constitute a guarantee that any particular economic, technical or legal results will be achieved. The Client bears sole responsibility for the business decisions it makes on the basis of these recommendations.
(5) The Contractor assumes no liability for services provided by subcontractors or cooperation partners engaged by it, insofar as these services have been separately identified to or agreed with the Client. In such cases, the Contractor shall only be liable for the careful selection of the subcontractors (culpa in eligendo).
(6) In deviation from the statutory provisions, the Client's claims for damages arising from simple negligence shall become time-barred within one (1) year of knowledge of the damage and of the person liable to pay compensation.
(7) The only exceptions to the above limitations of liability are damage resulting from injury to life, body or health and damage caused by intent or gross negligence. Liability under the German Product Liability Act (Produkthaftungsgesetz) remains unaffected.
(1) The Contractor's services are services within the meaning of §§ 611 et seq. BGB (service contract). Liability for a specific result under a contract for work (Werkvertrag) is expressly excluded unless expressly agreed in writing as a contract for work in the individual case.
(2) The Contractor owes the competent and diligent provision of the agreed services, but not the achievement of any particular economic, technical or other result.
(3) Complaints regarding services rendered must be notified in writing within 14 days of becoming aware of the defect. Complaints not raised within this period are excluded. The Contractor has the right to one-time rectification within a reasonable period.
(4) Warranty claims arising from the service contract become time-barred within 12 months of acceptance or completion of the service concerned.
(1) Neither contracting party shall be liable for non-performance or delayed performance of contractual obligations to the extent that this is due to events beyond the reasonable control of the party concerned (force majeure). These include in particular: natural disasters, pandemics and official measures resulting from health crises, war, acts of terrorism, industrial action, power outages, cyber attacks and attacks on IT infrastructure, failure of telecommunications networks and statutory or official restrictions.
(2) The affected party shall inform the other party without undue delay of the event and its expected duration and shall take all reasonable measures to minimise its effects.
(3) If an event of force majeure lasts longer than 30 days, either party is entitled to terminate the affected order in whole or in part. In this case, services already rendered shall be remunerated pro rata.
(1) Project-related orders end upon completion of the agreed services or by mutual termination agreement.
(2) Continuing obligations may be terminated by either party with ordinary notice of 4 weeks to the end of a month, unless otherwise agreed.
(3) The right to extraordinary termination for good cause remains unaffected. Good cause exists in particular if the Client is more than 30 days in arrears with payments due despite a reminder.
(4) In the event of termination, all services rendered up to that point shall be remunerated.
(1) The Contractor processes personal data of the Client and its employees exclusively for the performance of the contract and in accordance with the General Data Protection Regulation (GDPR) and the German Federal Data Protection Act (BDSG).
(2) If, in the course of providing its services, the Contractor obtains access to and processes personal data of the Client, a separate data processing agreement (DPA) pursuant to Art. 28 GDPR shall be concluded.
(1) The law of the Federal Republic of Germany applies exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
(2) The exclusive place of jurisdiction for all disputes arising from and in connection with the contractual relationship is Hamburg, provided that the Client is a merchant, a legal entity under public law or a special fund under public law, or has no general place of jurisdiction in Germany. The Contractor is furthermore entitled to bring an action at the Client's general place of jurisdiction.
(3) There are no oral collateral agreements. Amendments and additions to these T&Cs and to the respective contract must be made in writing to be effective. This also applies to the waiver of the written form requirement itself.
(4) Should individual provisions of these T&Cs be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the remaining provisions (severability clause). The invalid or unenforceable provision shall be deemed replaced by the valid provision that comes closest to the economic purpose and the presumed intention of the parties. The same applies to any gaps in the provisions.
(5) The Client is not entitled to assign claims arising from the contractual relationship to third parties without the Contractor's express written consent.
(6) The Contractor is entitled to amend these T&Cs with a reasonable notice period of at least 4 weeks. If the Client does not object in writing within this period, the amended T&Cs shall be deemed accepted.
Last updated: June 2026 · RAIT Solution, Ramin Amini, Hamburg