1. Scope of application, form
   1. These General Terms and Conditions - hereinafter also referred to as "GTC" - govern the contractual relationship between us, HBC-Service GmbH, Striehlstraße 18c, 30159 Hanover, Germany, and our customers - hereinafter also referred to individually as "Customer". The GTC shall only apply if the Customer is an entrepreneur (Section 14 of the German Civil Code (BGB)), a legal entity under public law or a special fund under public law.
   2. The GTC apply in particular to contracts for the provision of (repeat) cleaning services. Unless otherwise agreed, the GTC in the version valid at the time of the customer's order/offer or in any case in the version last communicated to him in text form shall also apply as a framework agreement for similar future contracts, without us having to refer to them again in each individual case.
   3. Our General Terms and Conditions apply exclusively. Deviating, conflicting or supplementary general terms and conditions of the customer shall only become part of the contract if and insofar as we have expressly agreed to their validity. This requirement of consent shall apply in any case, for example even if the customer refers to its own general terms and conditions in the context of the order and we do not expressly object to them.
   4. Individual agreements (e.g. framework agreements, quality assurance agreements) and information in our order confirmation shall take precedence over the GTC.
   5. Legally relevant declarations and notifications by the customer in relation to the contract (e.g. setting of deadlines, notification of defects, withdrawal or reduction) must be made in writing. Written form within the meaning of these GTC includes written and text form (e.g. letter, e-mail, fax). Statutory formal requirements and further evidence, in particular in the event of doubts about the legitimacy of the declaring party, shall remain unaffected.
   6. References to the validity of statutory provisions are for clarification purposes only. Even without such clarification, the statutory provisions shall therefore apply unless they are directly amended or expressly excluded in these GTC.
2. Conclusion of contract
   1. Our (unilateral) offers are subject to change and non-binding. This applies in particular to our offers on our website and also if we have provided the customer with catalogs, product descriptions or other documents - also in electronic form.
   2. The order - in particular the commissioning of the provision of cleaning services via our website - by the customer is deemed to be a binding contractual offer. Orders are placed via our website in the final step of the ordering process by clicking on the "Submit" button. We will immediately confirm receipt of an order placed via our website by e-mail. Such an e-mail does not constitute a binding acceptance of the order unless, in addition to confirming receipt, it also declares acceptance. Unless otherwise stated in the order, we are entitled to accept this contractual offer within 3 weeks of its receipt by us. Acceptance can be declared either in writing (e.g. by order confirmation) or implicitly without observing the written form, e.g. by - even partial - provision of the ordered services to the customer.
3. Subject matter of the contract and content of the services
   1. Unless expressly agreed otherwise, we only provide and owe cleaning services for offices/properties, but not for sales rooms, production areas (e.g. factory halls), areas with customer traffic (e.g. restaurants, doctors' surgeries, supermarkets, retail stores and other sales rooms) and schools/kindergartens.
   2. The type and scope of our services as well as the frequency/interval shall be based on the agreements made - in particular in the offer and the list of services - as well as on these GTC. Insofar as the customer provides information on areas or other sizes (e.g. square meters, other area measurements, number of special rooms (e.g. sanitary areas, kitchens)) in relation to the scope of our services, he is obliged to determine the data properly and carefully.
   3. Unless expressly agreed otherwise, we shall only be obliged to clean cleared and freely accessible surfaces up to a height of 1.60 m when cleaning storage and/or furniture.
   4. Services that are not the subject of the agreements made (e.g. special cleaning) must be commissioned separately and will only be carried out by us for a separate fee. This also applies in particular to the removal of soiling that is attributable to special events (e.g. water damage, renovations, vandalism, etc.) and that does not occur in the customer's normal business operations. Agreements on new/modified services shall be made exclusively by our contact persons designated to the customer for this purpose; the employees deployed on the customer's premises for the direct performance of the service are not authorized to agree on special services or to conclude other agreements.
   5. Unless otherwise expressly agreed, no services shall be owed on public holidays - the relevant place of performance of the customer shall be decisive -; the service scheduled for this day shall then not apply and does not need to be made up for. The same applies to such days - e.g. during general company vacations or (temporary) company closures at the customer's premises - which the customer has notified us in advance as non-working days. The customer is obliged to inform us in good time in advance of dates on which we cannot or should not perform any services.
   6. We are entitled to have the services incumbent upon us performed by our own employees as well as by our partners.
   7. If and insofar as the customer has provided us with area measurements or other size/quantity-dependent information for the calculation of our expenses and/or the agreed remuneration, we shall be entitled to check these after giving reasonable notice; in our check, we must take into account the customer's operational processes.
   8. The rights of the customer pursuant to Section 8 of these GTC and our statutory rights, in particular in the event of an exclusion of the obligation to perform (e.g. due to impossibility or unreasonableness of performance and/or subsequent performance), shall remain unaffected.
4. Duties and obligations of the customer
   1. The customer shall name a responsible contact person (including contact details) who is responsible for communicating with us and who is authorized to make and receive the declarations relevant to the processing of the contractual relationship.
   2. The customer shall ensure unhindered access to the agreed place of performance and shall provide us with at least one key, insofar as this is expedient for the performance of our services. If the customer uses an alarm system or other access systems, it shall provide us with the information/means required for their use (e.g. code, key/key/code card) for the duration of the contractual relationship.
   3. The customer shall provide the water (cold and hot) and electricity required for the performance of our services, unhindered access thereto and suitable rooms for the safe storage of machines, equipment, work equipment (including clothing and electronic devices for the recording/management of the services by the employees deployed) and required consumables. In addition, the customer shall provide us with the necessary rooms for our employees to stay in.
   4. The locations, premises and objects that are the subject of our services must be accessible at the agreed times so that the employees deployed by us can work unhindered. These obligations include, in particular, the unobstructed availability of windows in the event that we are required to clean window areas. Our performance obligations do not include the cleaning or removal of window sills, furniture, shelves, etc. If such work has to be carried out by us in order to be able to provide the services owed, we shall be entitled to invoice it separately at our general hourly rate in accordance with our (general) price list valid at that time, depending on the work involved.
   5. The customer must provide us with cleaning instructions if we cannot/may not use the generally customary cleaning and care techniques and/or the generally customary cleaning agents in individual areas and/or in relation to individual items.
   6. If the customer is in default of acceptance, fails to cooperate or if our performance is delayed for other reasons for which the customer is responsible, we shall be entitled to demand compensation for the resulting damage including additional expenses (e.g. storage costs, travel costs).
   7. The customer is obliged not to poach any of our employees directly or indirectly. Enticement is understood to mean influencing an employee bound by an employment contract with the aim of persuading them to change jobs. The above obligation applies not only during the term of the contract, but also for a period of one year after termination of the contract. In each case of a culpable breach of the non-solicitation clause by the customer, we are entitled, at our reasonable discretion, to demand a contractual penalty of up to one year's salary of the solicited employee, the appropriateness of which is to be reviewed by the competent court at the customer's request, unless the customer proves that it did not solicit the employee. We reserve the right to prove higher damages.
5. Contract duration and termination
   1. Unless otherwise agreed, the contract is concluded for an indefinite period. It can be terminated by either party without stating a reason with a notice period of 1 month to the end of the month.
   2. The right to terminate the contract for good cause remains unaffected.
   3. Any termination must be in writing.
6. Remuneration/prices and terms of payment
   1. Unless otherwise agreed in individual cases, the remuneration agreed between the customer and us shall be deemed to be a lump-sum payment. Notwithstanding an acceptance, the remuneration shall be payable monthly, even if work assignments are not carried out on individual days for reasons for which we are not responsible - e.g. due to public holidays in accordance with Section 3.5.
   2. If it subsequently transpires that the area measurements or other size/quantity-dependent information provided to us by the customer, which we have used to calculate our expenses and/or the agreed remuneration, deviate from the actual values to our disadvantage, we shall be entitled to increase the agreed remuneration - even retrospectively - at our reasonable discretion, whereby the appropriateness of our price adjustment may be reviewed by the competent court in the event of a dispute. The customer also reserves the right to prove that we have incurred lower costs/expenditure than the additional remuneration invoiced as a result of the under-reported values.
   3. The remuneration is due in advance at the beginning of each calendar month and is payable plus statutory VAT within 14 days of invoicing.
   4. Upon expiry of the aforementioned or otherwise agreed payment deadline, the customer shall be in default. During the period of default, interest shall be charged on the remuneration at the applicable statutory default interest rate. We reserve the right to claim further damages caused by default. Our claim to commercial maturity interest (§ 353 HGB) against merchants remains unaffected.
   5. The customer shall only be entitled to rights of set-off or retention to the extent that his claim has been legally established or is undisputed. In the event of defects in the delivery, the customer's counter-rights shall remain unaffected, in particular in accordance with Section 7.3 sentence 2 of these GTC.
   6. If it becomes apparent after conclusion of the contract (e.g. through an application for the opening of insolvency proceedings) that our claim to remuneration is jeopardized by the customer's inability to pay, we shall be entitled to refuse performance in accordance with the statutory provisions and - if necessary after setting a deadline - to withdraw from the contract (Section 321 BGB).
   7. We are entitled to adjust the agreed remuneration no more than once per calendar year at our reasonable discretion to the extent of the development of the total costs for the provision of the agreed services. An increase may be considered and, conversely, a reduction in the remuneration shall be made if, for example, wage costs increase or decrease or other changes in the economic or legal framework conditions lead to a changed cost situation. Increases in one type of cost, e.g. wage costs, may only be used to increase the remuneration to the extent that they are not offset by any decreases in costs in other areas, such as the costs of the cleaning agents required. In the event of cost reductions, e.g. in wage costs, our remuneration shall be reduced insofar as these cost reductions are not fully or partially offset by increases in other areas. When exercising our reasonable discretion, we shall select the respective points in time of a remuneration adjustment in such a way that cost reductions are not taken into account according to more unfavorable standards for the customer than cost increases, i.e. cost reductions are effective at least to the same extent as cost increases. We shall inform the customer of changes to the remuneration in text form at least six weeks before they come into effect.
7. Acceptance, notification of defects, claims for defects by the customer
   1. The statutory provisions shall apply to the customer's rights in the event of defects, unless otherwise specified below. In all cases, the statutory provisions on the sale of consumer goods (§§ 474 ff. BGB) and the customer's rights arising from separately issued guarantees shall remain unaffected.
   2. Our services shall be deemed to have been accepted if the customer does not immediately raise objections in writing within 2 working days of completion of the respective work assignment. The time, place, type and scope of the defect must be described precisely.
   3. We are entitled to make the subsequent performance owed dependent on the customer paying the remuneration due.
   4. The customer must give us the time and opportunity required for the subsequent performance owed, in particular to check his complaint on site.
   5. We shall bear or reimburse the expenses necessary for the purpose of inspection and subsequent performance, in particular transport, travel, labor and material costs, in accordance with the statutory provisions and these GTC, if a defect actually exists. Otherwise, we may demand reimbursement from the customer for the costs arising from the unjustified request to remedy the defect if the customer knew or could have recognized that there was in fact no defect.
   6. In urgent cases, e.g. if operational safety is at risk or to prevent disproportionate damage, the customer has the right to remedy the defect himself and to demand compensation from us for the expenses objectively necessary for this. We must be notified immediately, if possible in advance, of any such self-remedy. The right of self-remedy shall not apply if we would be entitled to refuse a corresponding subsequent performance in accordance with the statutory provisions.
   7. If a reasonable deadline to be set by the customer for subsequent performance has expired unsuccessfully or is dispensable in accordance with the statutory provisions, the customer may withdraw from the contract or reduce the remuneration in accordance with the statutory provisions. In the case of an insignificant defect, however, there is no right of withdrawal.
8. Other liability
   1. Unless otherwise stated in these GTC including the following provisions, we shall be liable in the event of a breach of contractual and non-contractual obligations in accordance with the statutory provisions.
   2. We shall be liable for damages - irrespective of the legal grounds - within the scope of fault-based liability in cases of intent and gross negligence. In the event of simple negligence, we shall be liable, subject to statutory limitations of liability (e.g. care in our own affairs; insignificant breach of duty), onlysome text
      1. for damages resulting from injury to life, limb or health,
      2. for damages arising from the breach of an essential contractual obligation (an obligation whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner regularly relies and may rely); in this case, however, our liability is limited to compensation for foreseeable, typically occurring damages.
   3. The limitations of liability resulting from Clause 8.2 shall also apply to third parties and in the event of breaches of duty by persons (including in their favor) whose fault we are responsible for in accordance with statutory provisions. They shall not apply if a defect has been fraudulently concealed or a guarantee for the quality of our performance has been assumed and for claims of the customer under the Product Liability Act.
   4. The customer may only withdraw from or terminate the contract due to a breach of duty that does not consist of a defect if we are responsible for the breach of duty. A free right of termination of the customer (in particular according to §§ 650, 648 BGB) is excluded. In all other respects, the statutory requirements and legal consequences shall apply.
9. Statute of limitations
   1. Notwithstanding the statutory provisions, the general limitation period for claims arising from defects is one year from the provision of the respective services, at the latest when the claim arises. If acceptance has been agreed, the limitation period shall commence upon acceptance.
   2. The above limitation periods of the law on sales shall also apply to contractual and non-contractual claims for damages of the customer based on a defect of the goods, unless the application of the regular statutory limitation period (Sections 195, 199 BGB) would lead to a shorter limitation period in individual cases. The customer's claims for damages pursuant to Clause 8.2 sentence 1 and Clause 8.2.1 as well as pursuant to the Product Liability Act shall become time-barred exclusively in accordance with the statutory limitation periods.
10. Confidentiality and discretion
    1. We are obliged to treat as confidential all confidential information received from the customer or made known to us in the course of our cooperation with the customer. This means in particular that we may not disclose this information to third parties ourselves or through employees or otherwise use it for purposes other than those contractually agreed between us Any other use or disclosure of the information is only permitted if and to the extent that the customer has given its prior consent.
    2. In this context, "confidential information" is commercially, legally, fiscally or technically sensitive or advantageous information that is in any way recognizable as confidential or legally protected or whose confidential content is obvious. The term includes any visual material such as records, written documents, notes, documents, digital records, etc. as well as verbal communications.
    3. We are obliged to comply with the statutory and contractual provisions on data protection when processing confidential information. This also includes technical security measures adapted to the current state of the art (Art. 32 GDPR) and the obligation of employees to maintain data secrecy (Art. 28 para. 3 subpara. 1 sentence 2 lit. b GDPR).
    4. The obligation to protect confidential information does not include information that is publicly known. It also does not apply to courts and authorities if there is a legal obligation to disclose or if the respective information is relevant in civil proceedings between the parties or one of the parties and a third party.
11. Choice of law and place of jurisdiction
    1. These GTC and the contractual relationship between us and the customer shall be governed by the law of the Federal Republic of Germany to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.
    2. If the customer is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive - also international - place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be our registered office in Hanover. The same applies if the customer is an entrepreneur within the meaning of § 14 BGB. However, in all cases we shall also be entitled to bring an action at the place of performance of the delivery obligation in accordance with these GTC or an overriding individual agreement or at the customer's general place of jurisdiction. Overriding statutory provisions, in particular regarding exclusive jurisdiction, shall remain unaffected.

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