Terms & Conditions
GENERAL TERMS AND CONDITIONS
General Terms and Conditions GO SIMPLE KG
The law of the Federal Republic of Germany applies to all deliveries and services. The application of the UN - Convention on Contracts for the International Sale of Goods of 11 April 1998 is excluded. The entire range of services offered on these pages, as well as information brochures, newsletters and contractual documents are the property of GO SIMPLE. They may only be used by end customers for the purpose of ordering a company of GO SIMPLE. Only with the express written consent of GO SIMPLE may they be used by third parties.
If the contract is concluded for a third party, this must be expressly stated and the third party must be named with name, address, telephone number and e-mail address. GO SIMPLE expressly reserves the right to contact the third party before any contract is concluded and to accept the contract offer only after the third party has given its express consent. If there is no or no complete information from a third person, the customer himself becomes the exclusive contractual partner of GO SIMPLE.
§ 1 Conclusion of contract
A contract with GO SIMPLE is concluded as follows:
Order of a Limited
The customer shall provide GO SIMPLE with all data required for the formation of a company by filling in the so-called data entry form. GO SIMPLE will confirm receipt of the data entry by e-mail. With this confirmation the contract is concluded. Since the order of a company is an individual company foundation and thus the start of an independent business activity, a revocation of the order is not possible.
By filling out the data entry form, the customer transmits to GO SIMPLE all data required for the automated preparation of the formation documents. GO SIMPLE will confirm receipt of the data entry by e-mail. With this confirmation the contract is concluded.
§ 2 Payment
Upon conclusion of the contract, the invoice amount shown in the order is due. GO SIMPLE will only set up the company once payment has been received by GO SIMPLE.
§ 3 Duty to inform
The customer is obliged to inform GO SIMPLE continuously and immediately in writing of any changes to the data provided in the order. This applies in particular to his own postal / e-mail availability.
The ordering party acknowledges that the up-to-dateness of the stored data is an indispensable prerequisite, in particular for the forwarding of letters from the Companies Registration Office Ireland (in future: CRO), but also for the existence of the company. Thus, the Customer is obliged to submit an annual return to the CRO once a year. This confirms the accuracy of the stored data and the fact that no changes have been made within the Company. Failure to submit the declaration as well as any errors may lead to the imposition of fines, but also to the compulsory deletion of the Company. Insofar as GO SIMPLE is therefore required to make the annual return for the purchaser as part of the service package, GO SIMPLE must rely on the accuracy and completeness of the data provided by the purchaser. Any breach of the duty to inform shall therefore be directly to the detriment of the purchaser.
This applies in particular with regard to a possible compulsory deletion of the company. GO SIMPLE is not liable for this. In the event of insolvency of the company, the customer is obliged to notify GO SIMPLE immediately. In all other respects, however, he is himself obliged to fulfil all obligations in connection therewith. Late submission of documents to Irish authorities will result in the imposition of fines. These are also to be borne by the purchaser unless he informs GO SIMPLE immediately or has supplied the necessary documents in due time.
All documents must be kept at the Registered Office, i.e. at the Irish address, in accordance with Irish law. Failure to comply with this retention requirement may result in severe fines and imprisonment penalties being imposed on the directors. Therefore, if the purchaser does not maintain an office in Ireland with a secretary himself, but uses the service package of GO SIMPLE, the purchaser should under no circumstances submit information and documents to the CRO himself, as in this case the mandatory storage at the Registered Office is not guaranteed.
GO SIMPLE is entitled to open mail sent by the CRO to the Registered Office of the client and to take note of the contents. The necessity of this regulation arises from the conceivable need for immediate action vis-à-vis the CRO, as in the case of simple mail forwarding it is not necessarily guaranteed that set deadlines can be met. However, this only applies if the ordering party has ordered and paid for the service package as a service from GO SIMPLE.
§ 4 Liability
GO SIMPLE is only liable for damages resulting from an intentional or grossly negligent breach of contract by GO SIMPLE, its legal representatives or vicarious agents. This also applies to damages resulting from the violation of obligations during contract negotiations, the performance of unauthorised actions, with regard to all offered ancillary and additional services, especially further services and advice. For damages resulting from a negligent breach of non-essential contractual obligations or non-essential obligations within the scope of contractual negotiations by GO SIMPLE, its legal representatives or vicarious agents, liability is limited to direct damages, unless previously excluded in a permissible manner.
GO SIMPLE is not liable for consequential damages, indirect and untypical consequential damages. The liability for damages is limited to the average damage typical for the contract. Irrespective of this, the liability of GO SIMPLE is limited to the annual price of the service used. GO SIMPLE cannot guarantee the registration of the Irish Limited by the Irish Commercial Register. GO SIMPLE is not liable for damages and consequential damages incurred by the purchaser due to the non-registration of the Limited.
GO SIMPLE will not check the company name requested by the customer for trademarks or other rights of third parties. This is the responsibility of the customer. According to the current state of the art it is not possible to develop and operate computer programs and data processing systems completely free of errors and to exclude all imponderables with or through the medium of the Internet (hereinafter technical defects). Therefore GO SIMPLE does not guarantee and accepts no liability for the constant availability of its website, services, performances and accessibility via the Internet. In addition, GO SIMPLE accepts no liability for damages suffered by contractual partners or third parties as a result of the use of the website and the e-mail services as such.
This also applies to the transmission of information and files by remote data transmission. Protection against computer viruses cannot be guaranteed. In particular, GO SIMPLE is not liable for damage resulting from the fact that, as a result of technical defects, contractual offers made by contractual partners are not received by GO SIMPLE or not received in time or incomplete offers are made by contractual partners.
The liability for any mail to or from GO SIMPLE and the Registered Office is excluded. GO SIMPLE is not liable for the registrability of the chosen company name and company in the German Commercial Register. In principle the documents provided by GO SIMPLE, if ordered and paid for, are suitable for registration in the commercial register in Germany and Austria. In other countries more detailed documents are sometimes required. The registration as such, as well as all associated costs, is the responsibility of the purchaser. GO SIMPLE expressly points out that the service package does not include representation of the company vis-à-vis third parties; this serves exclusively for communication and the exchange of messages with the CRO.
§ Article 5 Termination
Service packages are concluded for a limited time. The term is 12 months in each case. It begins with the month in which the company is registered in the CRO. The contract is not extended without a repeat order by the client.
The right to extraordinary termination for good cause remains unaffected. Good cause is deemed to exist for GO SIMPLE in particular if the contractual partner does not meet his payment obligations despite a reminder, if a service is requested that is contrary to good morals and/or is punishable under criminal law in a country of the European Community. GO SIMPLE is entitled to terminate all contracts with immediate effect at any time if GO SIMPLE becomes aware that the customer is conducting business which is prohibited in at least one country of the European Union or is conducting business which is contrary to public decency in at least one country of the European Union.
GO SIMPLE reserves the right to assert claims for damages in these cases of termination. In the event of cancellation of the company GO SIMPLE will charge 350 EURO excl. cancellation fee.
§ 6 Change of standards
If during the contractual relationship changes of standards or regulations by the legislator, be it in Ireland, the Federal Republic of Germany or the European Union or the applicability of standards/regulations by the jurisdiction of the aforementioned countries or the EU and if the contractual relationship is affected by this, GO SIMPLE is not liable for changes in the contractual relationship resulting from the aforementioned changes.
§ 7 Delivery
GO SIMPLE expressly points out that the company becomes legally effective upon registration in the CRO. GO SIMPLE will inform the customer of the company number upon receipt of knowledge. The time required to send the original documents depends on the processing speed of the CRO.
Experience shows that this can take several weeks.
GO SIMPLE will send the documents by normal post. If the ordering party requests a different method of dispatch, a separate agreement must be made with GO SIMPLE and the costs must be borne by the ordering party. GO SIMPLE is also entitled to make partial deliveries if this is reasonable for the contractual partner. If delivery on call has been agreed, the contractual partner must call these off within a reasonable period of time.
In the case of deliveries that have to be resent due to incorrect address details, the contractual partner will be charged the shipping costs for the new delivery. If delivery is impossible or excessively difficult due to force majeure, official measures, shutdown, strike, extreme weather conditions or similar circumstances - including those affecting GO SIMPLE's suppliers - GO SIMPLE will be released from its obligation to deliver for the duration of the hindrance and its aftermath. GO SIMPLE will immediately inform the contractual partner of the occurrence of such events. These events also entitle GO SIMPLE to withdraw from the contract. In the event of non-delivery or insufficient delivery to GO SIMPLE by its suppliers, GO SIMPLE is wholly or partially released from its delivery obligations.
This only applies if GO SIMPLE has taken the necessary precautions to procure the goods / services to be supplied and has carefully selected its suppliers. The services of GO SIMPLE are carried out professionally. Should there nevertheless be a reason for complaint, GO SIMPLE is entitled to rectify the defect.
§ 8 Rights of retention
GO SIMPLE is entitled to withhold all services, goods, goods, services, documents and papers, including those in digital form, due to open claims against the purchaser until all open claims have been settled in full. GO SIMPLE retains title until payment has been made in full. This also applies to the formation of companies for the customer.
§ Article 9 Data protection
GO SIMPLE points out in accordance with § 33 BDSG that company-related data is stored, processed and used within the framework of the execution of the contract. GO SIMPLE is entitled to collect and process the inventory data of the ordering party and its representatives, insofar as this is necessary for the execution of the purpose of the contract, for advertising and market research for its own purposes and insofar as the contractual partner does not object to this use of its data.
In particular, GO SIMPLE is entitled to store the IP addresses of the purchaser as proof of the order process. The contractual partner is hereby expressly informed of his right to object. The contracting parties undertake to treat all information and data which they mutually receive in connection with the execution of this contract as confidential.
§ 10 Reliability of documents
GO SIMPLE relies on the completeness and correctness of the information, details and documents provided by the purchaser. GO SIMPLE is expressly not obliged to check these for correctness and completeness. This applies in particular with regard to balance sheets to be submitted to the CRO, insofar as these are transmitted to GO SIMPLE for submission as part of the service package. The ordering party shall indemnify GO SIMPLE from all claims resulting from the incorrectness or incompleteness, also against third parties, including any necessary legal defence.
§ 11 Place of jurisdiction
German law is exclusively applicable to the contractual relationship between the parties.
The place of jurisdiction is Hamburg. This shall also apply if German law should not be applicable by way of a choice.
§ 12 Contract language
Contract language is German
§ 13 Severability Clause
Should individual provisions of these General Terms and Conditions of Business be wholly or partially invalid, later lose their legal validity or be unenforceable, or should a loophole be found which should visibly fall under a regulation, the validity of the General Terms and Conditions of Business as a whole shall not be affected. The invalid or unenforceable provision shall be replaced by the statutory provisions in accordance with the economic intention of the parties. Any loophole is to be closed as it would have been in the case of the regulation.
Status: 10.02.2020 GO SIMPLE KG
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