General Terms and Conditions

The following General Terms and Conditions (hereinafter referred to as "GTC") apply to the provision of services by generic.de software technologies AG (hereinafter referred to as "generic.de") to companies within the meaning of § 14 of the German Civil Code (BGB). The agreed services may, in particular, involve the development or adaptation of software (e.g., web, desktop, or mobile applications) as well as the provision of related consulting and other services.

The nature and scope of services, as well as deadlines and remuneration, are specified in detail in individual contracts with reference to these GTC. An individual contract is generally concluded through its mutual signing or through the customer's acceptance of a corresponding offer from generic.de. In the event of contradictions, the individual contract and provisions in other customer-specific contract documents (e.g., in the generic.de offer) take precedence over the GTC. The customer's general terms and conditions shall not apply, even if generic.de provides services without objecting to them.

The GTC in their current version also apply to all future contracts for the provision of comparable services between generic.de and the customer, even if this is not expressly pointed out again.

Offers from generic.de are subject to change and non-binding, unless the offer is expressly designated in writing as binding. The customer remains bound by their declarations regarding the conclusion of contracts for 4 weeks.

Unless expressly agreed otherwise, generic.de performs software development services as service contracts (Dienstleistungen) within the meaning of § 611 of the German Civil Code (BGB). In this case, the customer bears responsibility for project organization and is responsible for the professional, timely, and budget-compliant realization of their project.

Provided this is expressly agreed upon in the individual contract or follows mandatorily from the division of tasks and risks agreed between the contracting parties (e.g., when agreeing on the technical implementation by generic.de of a binding requirements specification created by the customer prior to contract conclusion), generic.de will, in exceptional cases, also provide work performance services (Werkleistungen) within the meaning of § 631 of the German Civil Code (BGB). For the provision of work performance services by generic.de, the special conditions for work performance services in §§ 10 and 11 shall apply in addition to the other provisions of these GTC. In particular, if the contracting parties have agreed to use agile project methods or if the customer's staff are heavily involved in the conceptual and/or development services, the special conditions for work performance services shall not apply. In this respect, generic.de assumes no responsibility for the achievement of a specific result.

generic.de provides the agreed services in accordance with the current state of the art, in particular the generally accepted technical rules for software development, and performs all services diligently and through professionally qualified staff.

If generic.de develops software for the customer or adapts it to the customer's specifications, documentation (in particular development and/or user documentation) will only be created and provided if expressly agreed upon in the individual contract. In the absence of any agreement to the contrary in the individual contract, the customer shall receive the software exclusively in object code—by agreement, either via download, remote installation, or on a suitable data carrier.

The anticipated timeline for the provision of services is recorded in an initial schedule. If dates and/or deadlines are included, these are non-binding target dates unless they are expressly designated as binding. They shall be postponed or extended by the period during which generic.de is waiting for necessary cooperation or assistance from the customer or is prevented from fulfilling the contract through no fault of its own—e.g., due to force majeure or other unforeseen events—plus a reasonable restart period after the impediment has been resolved.

Each contracting party shall designate a contact person responsible for the project and the joint collaboration in the individual contract. This person is authorized to make and receive the declarations required for the execution of the contract on behalf of their party and to make the necessary decisions. The contracting parties will only replace their contact persons for good cause and will inform each other immediately in the event of a change.

generic.de is entitled to use employed staff or subcontractors at its own discretion to provide the services. The selection and assignment of staff are the sole responsibility of generic.de. If staff are named by generic.de (e.g., in an individual contract), this is based on the respective state of knowledge and planning at the time of contract conclusion. When performing their assigned tasks, generic.de's staff—regardless of the place of performance—are not subject to any instructions from the customer regarding time management or the organization of work processes and do not enter into an employment relationship with the customer. Should it become necessary to replace staff, generic.de will ensure comparable qualifications. The customer may request the replacement of staff for good cause. In this case, the customer shall bear the costs of onboarding a new staff member.

generic.de may prepare minutes of project meetings. These shall become binding for both parties if generic.de provides them to the customer and the customer does not object in writing, stating reasons, within one week of receipt. generic.de will inform the customer of this effect in each case.

In the course of software development projects, generic.de utilizes AI tools (hereinafter collectively referred to as "AI Tools"), particularly to increase the efficiency of software development and to reduce expenses and costs for the benefit of the customer. The use and selection of the AI tools employed are at the reasonable discretion of generic.de. The customer expressly consents to the use of AI tools and grants generic.de—to the extent necessary—the right to process protectable documents and materials (in particular code) provided by the customer for the creation of work results using AI tools for the purpose of providing the contractually agreed services (e.g., to generate new code or for quality assurance purposes) and, if necessary, to reproduce, modify, and transmit them to AI tool providers for this purpose.

If the contracting parties agree to use an agile methodology in the individual contract, the following conditions apply. The contracting parties will agree to an agile approach, in particular, when the customer's requirements are not yet definitively defined at the time of contract conclusion and are intended to be developed collaboratively by both parties in a fluid process, just like the work results themselves. The contracting parties shall specify in the individual contract whether the services are to be provided within the framework of an agile project (e.g., by referencing agile methods, agile procedures, or Scrum). In the event of contradictions with other provisions of these GTC, the regulations in this § 4 shall take precedence. The contracting parties may agree on a project procedure that deviates from this § 4 in the individual contract.

The initial scope of services, which will be updated throughout the collaboration, is derived primarily from the product vision and the initial product backlog. The contractually agreed services are divided into work packages, which are processed incrementally by the contracting parties in short-term cycles of 2–4 weeks each ("sprints"). Following an initial workshop, the contracting parties will agree on the content and objectives for each sprint during a planning meeting at the start of the sprint. The goal is to ensure that a functional, theoretically deployable software increment is available at the end of each sprint. The project progress and the further specification and detailing of the agreed services (e.g., in sprint backlogs, user stories, etc.) are organized and administered using an agile project management tool provided by generic.de (such as the Microsoft Azure DevOps solution).

Unless the contracting parties agree otherwise in the individual contract, the customer shall provide a sufficiently qualified and experienced employee as Product Owner. The Product Owner is responsible in particular for specifying the customer's requirements for the contractual services and for the content of the Product Backlog. The Product Owner decides which requirements are to be implemented in what order and with what priority. They also have budget responsibility for the project. The Product Owner accepts the contractual services during the Sprint Review or rejects them. They may only be replaced by the customer with the consent of generic.de or if there is a compelling reason related to the employee, e.g., if their employment relationship with the customer ends. generic.de may demand the replacement of the Product Owner if, in generic.de's assessment, they do not possess the required qualifications.

The contact person designated by generic.de or another employee designated by generic.de assumes the role of project manager, who, comparable to a Scrum Master, is responsible for compliance with the agile methodology and agile processes. The project manager ensures that the project team functions and can work productively. They provide a suitable working environment for the project team, mediate in case of problems, and promote a shared sense of responsibility among all participants.

Self-contained partial services and software increments are to be accepted individually at the end of each sprint, unless the contracting parties agree in an individual case not to perform an acceptance for the sprint in question. Partial acceptance is carried out either at the end of a sprint or before the start of the next sprint in a joint meeting, in which the respective work result is tested and checked by the contracting parties for its contractual development status in accordance with the Sprint Backlog and the Product Backlog. Partial services that are not accepted no later than 5 working days after the end of the respective sprint are nevertheless deemed accepted, provided the customer does not notify generic.de in writing or text form of defects preventing partial acceptance in a comprehensible manner. Requirements that are not met or not properly met will be re-entered into the Product Backlog and implemented in a later sprint.

The contracting parties agree that the agreed agile approach places high demands on the customer's cooperation, which go far beyond the usual cooperation services of a customer in a software project using classical methodology. In particular, the customer is obliged to allocate sufficiently dimensioned resources and qualified employees to the project; these employees must have sufficient experience with agile project methods. The customer participates in all meetings and ensures that their participating employees can make binding declarations and immediate decisions within the framework of such meetings. To the extent that generic.de cannot provide its service without the customer's cooperation, or cannot provide it as agreed, delays are at the customer's expense and generic.de retains the claim to the respective remuneration.

If the customer wishes to change their requirements and/or the agreed scope of services, the contracting parties will attempt to implement this service change primarily within the framework of the agile project methodology, e.g., by offsetting corresponding additional expenses through the waiver of future sprints or complexity reductions ("Exchange for free" procedure). The affected Product or Sprint Backlogs as well as other documents describing the services will be adjusted by mutual agreement between the contracting parties.

In the event of significant changes, e.g., to the product vision underlying the project, changes leading to a significant increase in effort, adjustments to already accepted service parts or software increments, or if the "Exchange for free" procedure does not lead to a result for other reasons, generic.de will examine the change request and submit a corresponding offer for implementation to the customer. The customer shall bear the additional costs for implementing such changes. The service change will only be implemented after a corresponding supplementary agreement has been concluded.

In the absence of other agreements, generic.de may charge for the assessment of a change request and the preparation of a supplementary offer based on effort. Subject to any other provision in the supplementary agreement, agreed dates and deadlines shall be postponed or extended by at least the number of calendar days during which contractual work had to be interrupted due to the change request, plus a reasonable restart period. The contracting parties will accelerate all processes related to service changes as much as possible to avoid project delays.

generic.de may refuse to execute a change request from the customer if the change is technically unfeasible, if generic.de fears negative effects on services already provided, or if execution is not possible or temporarily not possible or unreasonable for generic.de due to capacity constraints.

As an essential contractual obligation, the customer shall provide the cooperation services described in the following paragraphs, as well as any other cooperation services that may be necessary for the provision of the services, in a timely, proper, and complete manner, free of charge. This includes, in particular, cooperation services resulting from the application of an agile methodology (cf. § 4 above).

The customer ensures that their employees possess the qualifications and experience required for the cooperation services and releases them from other duties to the necessary extent.

The customer shall provide complete and consistent information and documentation, the necessary IT infrastructure, test cases, test data, and a test environment to the required extent, and shall cooperate in specifications and testing.

The customer will create all necessary conditions within their operational sphere for the proper provision of services. In particular, they shall grant generic.de access to their hardware and software—both remotely and on-site—to the required extent throughout the entire contract term.

The customer is responsible for providing and licensing any third-party products (hardware, software, databases, etc.) required for the provision of the contractual services. It is the customer's responsibility to ensure the proper operation and availability of these third-party products during the contract term, if necessary through license and maintenance agreements with the manufacturers or suppliers of the third-party products.

Any necessary checks for third-party industrial property rights (e.g., patents, trademarks, registered designs, etc.) that conflict with the services, corresponding register entries, and checks for legality are the responsibility of the customer, unless otherwise agreed in the individual contract.

If the customer engages additional service providers, these are considered the customer's vicarious agents. As the client for both generic.de and any other service providers, the customer is responsible for the demarcation, coordination, and monitoring of the activities of the various contractors. The customer will perform the necessary management and control tasks independently and in such a way that no delays, waiting times, and/or additional expenses are incurred by generic.de.

The customer shall take appropriate emergency precautions (e.g., through regular data backups and regular checks of their IT systems) and must ensure at least continuous emergency operation in the event of an IT system failure through an appropriate emergency concept. In the absence of explicit written notice in an individual case, generic.de employees may always assume that all data they come into contact with is sufficiently backed up against loss.

Any waiting times, downtime, costs, and additional expenses incurred by generic.de resulting from the delayed, non-performance, or improper performance of cooperation obligations will be invoiced to the customer at the agreed daily rates based on actual effort. If cooperation services to be provided by the customer are performed by generic.de as a substitute after a reasonable deadline set for this purpose has expired without result—or without setting a deadline in cases of imminent danger—the resulting additional expenses must also be compensated based on effort. Further claims by generic.de remain unaffected.

All copyrights, industrial property rights, and other intellectual property rights to software created for and/or provided to the client (including design and concept documents, documentation, specifications, etc.) belong exclusively to generic.de in relation to the client, even if the software was created based on the client's specifications or with the client's participation.

For tools, program libraries, and other open-source software provided by generic.de to the client, the respective applicable open-source license terms take precedence. The license terms in these General Terms and Conditions apply additionally. Upon request, generic.de will provide the client with the applicable open-source license terms free of charge. The client will ensure compliance with the open-source license terms applicable to the open-source software within their area of responsibility.

Unless otherwise agreed in the individual contract, the client receives a simple, non-transferable, irrevocable, and temporally and geographically unlimited right to use all software and other protectable work results created and/or provided by generic.de for the client, subject to the condition precedent of full payment of the agreed remuneration, for the client's own business purposes as agreed or assumed by both parties. Within the scope of contractual use, the client is entitled to reproduce the software or protectable work results and to make the necessary backup copies, which must be marked as such.

Modification or other alteration (e.g., further development) of the software or protectable work results is only permitted to the client if and to the extent that the parties have expressly agreed on the necessary provision of the source code and have not agreed otherwise in the individual contract regarding the scope of usage rights. If the client makes changes to the source code, either personally or through third parties, generic.de assumes no responsibility for such changes or any subsequent effects on other parts of the software. In particular, the client bears the burden of proof that any defects in the software were not caused by such self-made changes.

Sublicensing, renting, or any other form of temporary provision of the software or protectable work results to third parties, use in SaaS, outsourcing, or data center operations, or any other use of the software by or for third parties, whether for a fee or free of charge, requires the prior written consent of generic.de.

Insofar as work results are not legally protectable, e.g., because they are fully or predominantly AI-generated, generic.de cannot grant the client any copyright usage rights for legal reasons. However, generic.de permits the client the unrestricted use and exploitation of the work results in a contractual sense and will ensure, when selecting and using the AI tools, that the terms of use applicable to the AI tool do not conflict with the client's use and exploitation of the work results.

The client undertakes to maintain confidentiality regarding all trade and business secrets of generic.de that are entrusted to, made accessible to, or otherwise become known to them, and to use such confidential information only for the purpose intended in the individual contract. The client will only grant access to confidential information to those employees who need to know it for the purposes of the individual contract. The obligation of confidentiality remains in effect for a period of three years after the termination of the individual contract.

The obligation of confidentiality does not apply to confidential information that was already known to the client without an obligation of confidentiality, that is or becomes generally known without the client being responsible for this, that is lawfully disclosed to the client by a third party without an obligation of confidentiality, or that has been demonstrably developed independently by the client.

The provisions of this § 8 do not restrict the right of the parties to continue using ideas, concepts, or methods that relate to the services under the contract and have become part of the general know-how of their respective employees during the course of the collaboration, provided that this does not infringe upon the intellectual property rights of the other party or a third party.

The parties agree to properly store all business items and documents made available to them and to hand them over to the other party at any time upon request. In particular, they will ensure that unauthorized third parties are prevented from gaining access to them as far as possible.

Insofar as personal data is processed, generic.de will require the employees entrusted with this task to commit in writing to compliance with the GDPR and the confidential handling of personal data before they begin their work. generic.de is entitled to pass on personal data to subcontractors engaged in accordance with the contract, provided such disclosure is necessary for the provision of the commissioned service. If the client provides generic.de with access to personal data, the client will ensure that the relevant legal requirements for transmission to and processing by generic.de are met.

If the client agrees to be named as a reference (e.g., in the individual contract), generic.de may include the client's name in a reference list for its own promotional purposes and, in this context, use the client's corporate identifiers, trademarks, and logos in printed publications and online, e.g., on the generic.de website.

The copying or transmission of the client's confidential information, such as code snippets, in the context of using AI tools does not constitute an unauthorized disclosure of trade secrets by generic.de, provided that generic.de ensures, to the best of its ability, that appropriate security and confidentiality measures are in place. In particular, generic.de commits to using only those AI tools whose providers are contractually obligated to treat trade secrets confidentially.

The amount of remuneration is governed by the individual contract. Unless the parties agree otherwise, services provided on a time and material basis will be remunerated at the daily rates agreed upon in the individual contract. If a specific number of person-days is mentioned in a generic.de proposal or individual contract, these are non-binding estimates unless explicitly agreed otherwise.

Remuneration based on time and material will be invoiced to the client monthly at the beginning of the month following the provision of services, accompanied by the standard generic.de activity reports. generic.de will inform the client if it becomes apparent that the estimated number of person-days will be exceeded. Upon the client's request, generic.de will provide a monthly budget report.

The client has the option to commit to specific resources or quotas of person-days over a defined period. Services from a bindingly ordered quota that are not utilized during the agreed period must be paid for under the terms of the individual contract, provided that generic.de was unable to deploy the employees in other projects.

Agreed daily rates cover a working day of eight hours. Any additional work performed per day will be remunerated on a pro-rata hourly basis. For work performed on weekends and public holidays (based on the public holiday regulations in Baden-Württemberg, as well as December 24th and 31st) and night work (between 8:00 PM and 7:00 AM) requested by the client, a surcharge of 50% will be applied to the applicable daily rate.

Travel expenses are calculated based on the actual costs incurred for the employee's travel from their generic.de office to the client's premises; generic.de is responsible for selecting the mode of transport. The amount of costs to be reimbursed by the client is otherwise determined by the individual contract. Travel time is considered working time and will be charged to the client at a 50% reduced hourly rate.

All payments must be made by the customer within 30 calendar days of receipt of the invoice without deduction. All prices are exclusive of the applicable statutory value-added tax.

If the customer is in default of payment, generic.de may, after the fruitless expiry of a two-week grace period, suspend its contractual services with immediate effect until the customer has fully met their payment obligations and settled all due claims. Further rights of generic.de due to the customer's default in payment remain unaffected.

If generic.de provides work services or if the contracting parties expressly agree to carry out an acceptance of development services, the contracting parties shall jointly define the requirements and the procedure for acceptance in the individual contract or within the framework of project management. The acceptance of sprint results takes place primarily according to the provisions of Section 4.

Separable parts of the service must be accepted independently by the customer at the request of generic.de, provided that the respective work results are accessible for acceptance. By such partial acceptance, the customer declares their agreement with the respective part of the service; every partial acceptance (including of sprint results such as independently usable software increments) has the effects of an acceptance within the meaning of Section 640 of the German Civil Code (BGB). Partial acceptances already made remain unaffected by the outcome of subsequent acceptance tests. A final or total acceptance shall only take place if this is expressly agreed between the contracting parties.

generic.de shall make the work results available to the customer for acceptance and notify the customer of its readiness for acceptance. The customer shall conduct the acceptance test within 2 weeks at the latest and declare acceptance if no defect preventing acceptance has occurred during the acceptance test. Only those defects in the work results that exclude or significantly restrict their use can prevent acceptance and justify an interruption of the acceptance test. Defects will be remedied by generic.de within the framework of the following sprints or as part of subsequent performance.

Acceptance or partial acceptance may also take place through conclusive behavior, e.g., by putting the work results to be accepted into productive operation (i.e., not for mere testing purposes), by unconditional payment of the remuneration, or by the customer requesting further services based on the work result to be accepted. The work results shall also be deemed accepted if the customer does not notify generic.de in writing of defects preventing acceptance within 2 weeks of being notified of readiness for acceptance.

generic.de warrants that the work results provided to the customer under a contract for work and services correspond to the agreed service description. If generic.de performs services according to the customer's requirements and specifications or integrates third-party or customer-owned components into its own developments or existing systems at the customer's request, generic.de assumes no responsibility for the technical and legal properties of these third-party components or the consequences of implementing the customer's requirements.

Functional impairments that result, for example, from improper operation of the work results by the customer, from the customer's system environment, or from other reasons originating in the customer's sphere of risk do not constitute a defect. Liability for defects requires that the customer has not modified the work results or used them contrary to the contractual specifications, unless the customer proves that the defect is independent of this.

In the event of defects, generic.de provides a warranty through subsequent performance, which, at the discretion of generic.de, is effected by the delivery of a defect-free work result or the remediation of the defect. Remediation may also consist of generic.de first demonstrating reasonable ways to the customer to avoid or circumvent the effects of the defect.

If subsequent performance fails definitively (at least 2 attempts per properly notified defect), the customer may withdraw from the contract or reduce the remuneration. Due to the complexity of the services, more than 2 attempts at rectification may be appropriate and reasonable for the customer. In the event of only insignificant deviations of the work results from the agreed quality, there is no right of withdrawal. generic.de shall provide compensation for damages or reimbursement of wasted expenditure due to a defect within the limits set out in Section 13 of the General Terms and Conditions.

If generic.de provides services for defect diagnosis or remediation without being obligated to do so, generic.de may charge the customer a separate fee based on time and effort. This applies in particular if a defect reported by the customer cannot be proven or cannot be attributed to generic.de. There is no claim for additional remuneration if it was not recognizable to the customer that there was no defect in the services provided by generic.de.

The limitation period for the customer's claims for defects is one (1) year. This does not apply if generic.de has caused the defect intentionally or through gross negligence, has fraudulently concealed it from the customer, or if any other mandatory statutory provision precludes a shortening of the limitation period.

generic.de warrants that the software provided to the customer is free from third-party intellectual property rights and shall indemnify the customer against third-party claims based on infringements of intellectual property rights in accordance with the following provisions.

If third parties assert claims against the customer for infringement of their intellectual property rights by the software created by generic.de, the customer shall notify generic.de thereof immediately in writing and in full. generic.de is entitled, but not obliged, to conduct the dispute with the third party, both in and out of court, at its own discretion. If generic.de exercises this option, the customer shall provide generic.de with reasonable support in the defense free of charge and grant generic.de all necessary authorizations. The customer shall not acknowledge the third party's claims on their own initiative.

If the software exhibits a legal defect at the time of the transfer of risk, generic.de shall provide the customer with a legally compliant way to use the software. To remedy the defect, generic.de may alternatively modify the affected software or replace it (in whole or in part) with equivalent software. If an infringement of third-party intellectual property rights and/or a legal dispute regarding third-party claims can be eliminated or avoided by the customer using a more current version of the software provided free of charge by generic.de, the customer is obliged to accept and use such version as part of their duty to mitigate damages, unless they can prove that the use of the more current version is unreasonable for them.

Within the liability limits of Section 13 of these General Terms and Conditions, generic.de shall indemnify the customer against all damages resulting from the infringement of intellectual property rights, provided these are based on a legal defect in the software used by the customer in accordance with the contract for which generic.de is responsible. Otherwise, the provisions for material defects in Section 11 shall apply accordingly to the customer's claims based on legal defects.

generic.de shall not be liable, in particular, if third-party claims based on alleged infringements of intellectual property rights arise because the software was modified by the customer, used in violation of the contractually agreed terms of use, or used for purposes other than those contractually agreed.

Since, despite the careful selection and application of the AI tools chosen by generic.de, it cannot be completely ruled out that AI-generated work results (output) may contain protected third-party material, generic.de is not liable (subject to mandatory statutory liability for intent) for the absence of third-party rights in relation to AI-generated work results. However, generic.de undertakes to take appropriate and reasonable measures to avoid potential infringements of intellectual property rights; in particular, generic.de will review the output if there are concrete indications of legal infringements.

generic.de provides compensation for material damage and financial loss as well as for wasted expenditure, regardless of the legal grounds (e.g., due to defects, delay, tort, or other breaches of duty), only to the following extent:

1. in cases of intent and gross negligence, as well as in the event of the assumption of a guarantee, in full;

2. in all other cases, only in the event of a breach of a material contractual obligation, without which the achievement of the contractual purpose would be jeopardized and on the fulfillment of which the customer may therefore regularly rely (so-called cardinal duty), limited to the compensation of the typical and foreseeable damage for generic.de, but limited in amount to the sum specified in the individual contract; if no amount is specified there, it is limited to the respective order value of the affected individual contract.

generic.de is only liable for the recovery of data within the limits of § 13.1 if the customer has ensured that the data can be reproduced at any time with reasonable effort from backups kept in machine-readable form.

The above limitations of liability also apply to the benefit of the legal representatives, vicarious agents, and employees of generic.de.

Liability for damages resulting from injury to life, limb, or health, as well as under the Product Liability Act, remains unaffected by the above provisions.

The contracting parties undertake not to poach any employee of the other party (or its subcontractors) involved in the provision of services during the term of the individual contract and for a period of 12 months thereafter, and not to hire or otherwise employ them themselves or at another company in which they have a significant interest. Poaching is presumed if the hiring of the employee cannot be demonstrably attributed to a public job advertisement.

For each case of culpable infringement, a contractual penalty in the amount of one gross annual salary of the poached employee shall become due. Further claims by the contracting parties remain unaffected. Any paid contractual penalty shall be credited against claims for damages.

If a specific term is provided for in the individual contract, the contractual relationship cannot be terminated for convenience until that term expires. If the contracting parties do not agree on an extension, the contractual relationship ends upon the expiration of the specified period. If no provision regarding the term is made in the individual contract, either party may terminate the contractual relationship with one (1) month's notice to the end of any calendar month. In the case of contracts for work and services, the statutory provisions shall apply exclusively.

The right of both contracting parties to terminate the individual contract for good cause remains unaffected. Every termination must be made in writing to be effective.

In the event that one of the contracting parties exercises its right of termination, generic.de undertakes to immediately hand over the contractual services and work results created up to that point to the customer. generic.de may refuse to hand over these items as long as there are outstanding and due payment claims.

Any assignment or transfer of contractual rights and obligations by the customer to third parties – including affiliated companies of the customer – requires the prior written consent of generic.de. Section 354a of the German Commercial Code (HGB) remains unaffected.

All amendments and supplements to the contract, as well as contract-related declarations (e.g., setting deadlines, terminations), must be made in writing to be effective. In addition to the statutory written form, the contractually agreed written form is also satisfied by the electronic transmission (e-mail) of a document signed and scanned by an authorized representative. The requirement for written form can only be waived in writing itself. Other declarations (particularly within the scope of standard project communication) do not require this written form and may be exchanged in text form, i.e., primarily via e-mail or within the agile project management tool.

The law of the Federal Republic of Germany shall apply, excluding the conflict of laws provisions of international private law and the UN Convention on Contracts for the International Sale of Goods. The exclusive place of jurisdiction for all disputes arising in connection with the contract is Karlsruhe. generic.de reserves the right to file suit at any other nationally or internationally competent court.

Should any individual provision of these General Terms and Conditions or the individual contract be or become invalid, or should the contract contain a loophole, the validity of the remaining provisions shall not be affected. In place of the invalid or missing provision, the contracting parties shall agree upon a valid provision that comes closest to what the contracting parties economically intended at the time of the conclusion of the contract.