General Terms and Conditions (GTC)
Inhaltsverzeichnis
PACE-Tec GmbH
(Status: October 10, 2025)
§ 1 Scope of Application
(1) These GTC apply to all offers, deliveries, services, and other contractual relationships of PACE-Tec GmbH (hereinafter “Contractor”, “we”) with entrepreneurs (§ 14 BGB, hereinafter “Client”), unless deviating terms have been agreed in writing.
(2) General terms and conditions of the Client are explicitly rejected, unless we have agreed to them in writing.
(3) These GTC also apply to follow-up orders without further reference.
§ 2 Offer, Conclusion of Contract, Scope of Services
(1) Offers are non-binding unless explicitly stated as binding.
(2) The content of the contract is determined by our written order confirmation or the concluded work contract, including technical specifications, drawings, and performance descriptions. Oral collateral agreements are only valid if confirmed in writing.
(3) Changes to the scope of services may result in adjustments to the price and delivery time.
§ 3 Prices and Payment
(1) Prices are – unless otherwise agreed – FCA delivery point (Free Carrier, Incoterms 2020), net plus statutory VAT, packaging, and other ancillary costs. At the Client’s request, we ship goods additionally insured against theft, breakage, transport, fire, water damage, and other insurable risks at the Client’s expense.
(2) Payment terms:
- 40% deposit upon order placement, 14 days net,
- 50% upon delivery / readiness for shipment, 14 days net,
- 10% final payment upon acceptance, at the latest 6 weeks after notification of readiness for shipment, 14 days net.
(3) In case of default, statutory default interest applies; for entrepreneurs, the interest rate is 9 percentage points above the base rate (§ 288 BGB). We reserve further claims.
§ 4 Delivery Time, Partial Deliveries, Delays
(1) Delivery periods begin only after all technical and commercial prerequisites have been fulfilled, in particular after receipt of the deposit and submission of required documents by the Client.
(2) Agreed deadlines apply subject to timely self-supply.
(3) In case of force majeure or unforeseen events (e.g., supplier delays, strikes, official orders), deadlines are extended accordingly; we will inform the Client immediately. In case of significant delays, both parties retain their statutory rights to withdraw or claim damages.
§ 5 Acceptance
(1) If contractual acceptance is agreed, delivery/service is deemed accepted if the Client does not accept within 10 working days after notification of completion or raises justified defect complaints.
(2) If acceptance does not occur for reasons attributable to the Client within 6 weeks after notification of readiness for shipment, the installation is deemed accepted.
At the latest at this point, the final payment pursuant to § 3 para. 2 is due.
(3) Partial deliveries are permitted and are considered as separate services.
§ 6 Transfer of Risk / Shipment
(1) Unless otherwise agreed, the risk of accidental loss or deterioration of the delivered goods passes to the Client upon handover (§ 446 BGB).
(2) If the delivery is sent at the Client’s request to a place other than the place of performance, the risk passes to the Client upon delivery to the carrier (§ 447 BGB), even if we have organized the transport.
(3) Packaging and shipment are at the Client’s expense and risk, unless expressly agreed otherwise.
§ 7 Retention of Title
(1) We retain ownership of the delivered goods until full payment of all claims arising from the business relationship (§ 449 BGB).
(2) The Client is obliged to handle the reserved goods with care and to inform us immediately of any third-party interventions. The Client hereby assigns to us all claims from resale of the reserved goods; we accept this assignment.
(3) In case of third-party access to reserved goods, the Client must inform us immediately and bears all costs of defense.
(4) If the value of the existing securities exceeds our claims by more than 10%, we are obliged to release securities upon request.
§ 8 Warranty (Defects Liability)
(1) Warranty claims of the Client are governed by statutory provisions, unless otherwise stated below. For entrepreneurs, the warranty period is limited to 12 months from transfer of risk for new machines, unless expressly agreed otherwise in writing.
(2) Defects must be reported in writing immediately; hidden defects upon discovery. Failure to notify in time excludes warranty claims.
(3) For justified defect complaints, we are obliged, at our discretion, to remedy the defect or provide replacement (subsequent performance). If subsequent performance fails, the Client may, at their choice, reduce the price (abatement) or withdraw, unless the breach is minor.
(4) Further claims of the Client – in particular for loss of profit, consequential damages, or other financial losses – are excluded unless caused by intent or gross negligence or mandatory statutory liability provisions apply (e.g., product liability).
§ 9 Liability and Limitation of Liability
(1) We are fully liable for damages resulting from injury to life, body, or health according to statutory provisions.
(2) For other damages, we are liable only in cases of intent or gross negligence. In case of simple negligence, liability is limited to breaches of essential contractual obligations; in this case, liability is limited to the typically foreseeable damage.
(3) Liability under the Product Liability Act or mandatory statutory provisions remains unaffected.
(4) The above limitations also apply to our legal representatives, executive staff, employees, and other vicarious agents.
(5) Insurance coverage and liability cap:
Our liability is, as far as legally permissible, limited to the amounts covered by our business liability insurance:
- EUR 3,000,000 per insured event for personal, property, and financial damage
- EUR 9,000,000 maximum annual coverage
(6) The Client may request higher coverage for specific projects at their expense.
§ 10 Technical Changes, Usage Requirements
(1) Minor technical changes improving construction or technology are permitted if reasonable for the Client.
(2) The Client ensures that operating conditions, supply facilities, and safety requirements at the installation site comply with contractual specifications; delays or additional costs due to insufficient conditions are borne by the Client.
§ 11 Acceptance Testing, Test Protocol
(1) If on-site tests are contractually agreed, acceptance is carried out according to the agreed conditions. FAT/SAT tests must be scheduled in coordination between the parties.
(2) Minor defects that do not substantially affect usability do not justify refusal of acceptance.
§ 12 Confidentiality, Know-how
(1) Both parties undertake to keep all business and trade secrets obtained in connection with the contract confidential. Publication requires prior written consent.
(2) Drawings, calculations, programs, and other documents remain our property and may not be disclosed or reproduced without our consent.
§ 13 Securities, Guarantees
(1) We may request suitable securities (e.g., bank guarantees) to secure claims prior to payment or delivery.
(2) In case of a lasting deterioration of the Client’s financial situation, we are entitled to demand immediate payment or interim securities.
§ 14 Data Protection
(1) We process personal data for the purpose of contract execution in accordance with statutory provisions. Further information is provided in our privacy policy.
§ 15 Insolvency, Contract Performance
In the event of insolvency proceedings over a party’s assets, we are entitled – without prejudice to other rights – to demand immediate payment or withdraw from the contract for outstanding claims.
§ 16 Final Provisions, Applicable Law, Jurisdiction
(1) German law applies, excluding the UN Convention on Contracts for the International Sale of Goods.
(2) If the Client is a merchant, legal entity under public law, or public special fund, the exclusive jurisdiction for all disputes is our registered office; we are also entitled to sue at the Client’s location.
(3) Should any provisions of these GTC be invalid, the validity of the remaining provisions shall remain unaffected; the parties agree to replace invalid provisions with legally permissible provisions that come closest to the economic purpose.
§ 17 Export Control and Sanctions
(1) The Client undertakes not to export, reuse, or resell the delivered goods, services, or technical data, directly or indirectly, to countries subject to international sanctions, embargoes, or export controls, without obtaining the necessary permits.
(2) The Client ensures that the purpose of paragraph 1 is not circumvented by third parties, including resellers, and establishes appropriate monitoring mechanisms.
(3) Violation of paragraph 1 or 2 constitutes a material breach. PACE-Tec GmbH may:
a. terminate the contract,
b. claim a contractual penalty of up to 50% of the order value or the value of delivered goods, whichever is higher.
(4) The Client informs PACE-Tec GmbH immediately about possible third-party violations and provides all relevant information within two weeks upon request.
(5) These provisions are without prejudice to other statutory rights of PACE-Tec GmbH, including claims for damages.