General Terms and Conditions

1. Scope

1.1 These General Terms and Conditions apply to all contracts between Remundo GmbH (“Remundo”) and its clients for planning, consulting, review, expert-opinion, procurement and transaction-support services in the renewable energy sector.

1.2 They apply exclusively to businesses within the meaning of Section 14 of the German Civil Code (BGB), public-law entities and public-law special funds. Consumers are not served.

1.3 Conflicting or supplementary terms of the client do not become part of the contract unless Remundo expressly agrees to them in text form. This also applies if Remundo performs without reservation in knowledge of such terms.

1.4 Individual agreements, in particular in the relevant offer or individual contract, take precedence over these terms.

2. Offer and conclusion of contract

2.1 Offers by Remundo are non-binding and, unless stated otherwise, valid for 30 days. The description of services on the website is not a binding offer.

2.2 A contract is concluded when the client accepts the offer in text form or Remundo confirms the order in text form. An enquiry via the contact form does not yet create a contract.

3. Scope of services

3.1 Type, scope, deliverables and schedule follow from the offer or service description. Additional services and changes require agreement in text form and are charged separately.

3.2 Remundo performs the services in line with the state of the art, relevant standards and recognised practice at the time of performance. Unless expressly agreed as a work (Werk), Remundo owes careful performance of the advice, not a particular economic or technical result.

3.3 Remundo may use qualified third parties as agents or subcontractors and remains responsible towards the client.

3.4 The services are technical and commercial professional services. They are not legal, tax, audit or investment advice. Statements on returns, prices or market developments rest on assumptions and are not assurances.

4. Client’s cooperation

4.1 The client provides Remundo in good time, completely and free of charge with all information, documents, data and access (e.g. data rooms) required, and names a contact person with decision-making authority.

4.2 Remundo may rely on information provided by the client without verifying its accuracy and completeness, unless obvious inaccuracies are apparent. Delays or additional effort caused by missing or faulty cooperation are not at Remundo’s expense; agreed deadlines are extended accordingly.

5. Fees and payment

5.1 Fees follow the offer (fixed price, lump sum or time and materials). All prices are in euros plus statutory VAT. Unless agreed otherwise, expenses and travel costs are charged separately at cost.

5.2 Invoices are payable within 14 days of receipt without deduction. Remundo may request instalments for partial services rendered. In case of late payment the statutory default rules apply, including the lump sum under Section 288(5) BGB.

5.3 The client may set off or withhold only on the basis of undisputed or finally established claims.

6. Confidentiality

6.1 The parties treat all non-public information of the other party obtained in connection with the contract as confidential and use it only to perform the contract. This continues after the contract ends.

6.2 The duty does not apply to information that is public or becomes public without breach, was already lawfully known or independently developed, or must be disclosed by law or official order. Disclosure to advisers, financiers and insurers bound to confidentiality is permitted as far as necessary for the purpose of the contract.

6.3 Remundo will not name the client as a reference without prior consent in text form.

7. Rights of use and copyright

7.1 After full payment Remundo grants the client a non-exclusive, non-transferable right to use the work results created under the contract (reports, opinions, analyses, models, presentations) for the agreed purpose. Unless agreed otherwise, this is the client’s internal use for the relevant project.

7.2 Passing work results to third parties (e.g. investors, banks, insurers, buyers) requires Remundo’s consent in text form; this does not create any claim of third parties against Remundo unless a third-party reliance statement or a contract with the third party has been expressly agreed.

7.3 Methods, know-how, templates and general insights that Remundo had before the contract or that arise independently of the assignment remain with Remundo.

8. Defects and warranty

8.1 Where services are owed as a work, the client must inspect the results without delay after delivery and notify obvious defects in text form with a precise description within 10 days.

8.2 For justified defects Remundo first has the right to cure, at its choice by rectification or re-performance. If cure fails, the client may reduce the fee or withdraw under the statutory provisions.

8.3 Warranty claims become time-barred one year after acceptance or delivery. This does not apply in the cases of clause 9.2.

9. Liability

9.1 Remundo is liable without limitation for damage from injury to life, body or health, for intent and gross negligence, under the Product Liability Act, and where it has given a guarantee or fraudulently concealed a defect.

9.2 In case of slightly negligent breach of an essential contractual obligation (cardinal duty: a duty whose performance makes proper performance of the contract possible in the first place and on which the client may regularly rely), liability is limited to the foreseeable damage typical for this kind of contract. Otherwise liability for slight negligence is excluded.

9.3 The limitations also apply in favour of Remundo’s legal representatives, employees and agents.

9.4 Remundo is not liable for decisions that the client or third parties make on the basis of the work results, unless the damage is based on a breach for which Remundo is responsible under clause 9.1 or 9.2.

10. Data protection

Remundo processes personal data in accordance with applicable data protection law. Information is provided in the privacy notice. Where Remundo processes personal data on behalf of the client, the parties will conclude an agreement under Art. 28 GDPR beforehand.

11. Term and termination

Unless agreed otherwise, contracts of indefinite duration may be terminated by either party in text form with 30 days’ notice to the end of a month. The right to terminate for good cause remains unaffected. Services rendered up to termination must be paid.

12. Final provisions

12.1 German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

12.2 The exclusive place of jurisdiction for all disputes arising from or in connection with the contractual relationship is Mannheim, provided that the client is a merchant, a public-law entity or a public-law special fund. Remundo may also sue the client at its general place of jurisdiction.

12.3 Amendments and additions require text form. This also applies to waiving this text-form requirement.

12.4 If individual provisions are invalid or unenforceable, the remaining provisions remain unaffected. The invalid provision is replaced by the lawful provision closest to its commercial purpose.