General Terms and Conditions of Solumare GmbH

General Terms and Conditions of Solumare GmbH
  1. Applicability. These conditions apply to all orders placed with Solumare GmbH, regardless of their content, even if they are not based on an offer from Solumare GmbH.
  2. Confirmation of the order. Offers from and inquiries to Solumare GmbH are non-binding until Solumare GmbH sends her  ORDER CONFIRMATION. Hourly rates are bindingly agreed.  The client must inform Solumare GmbH of all circumstances relating to the execution of the order.  In the event of deviations, the number of hours must be adjusted. Unless otherwise stated, the client is the invoice recipient. The order serves to stow and fix goods on seagoing vessels.
  3. Unforeseen Events. Force majeure and other unforeseeable, extraordinary, and non-culpable events – e.g., states of war, mobilization, riots, riots, official measures, strikes, work suspensions and lockouts – which prevent Solumare GmbH from fulfilling its contractual obligations in whole or in part, release Solumare GmbH for the duration of its obligations arising from the contracts affected by those events. Solumare GmbH can only invoke the aforementioned events if it notifies the client immediately after becoming aware of the respective event. If, despite the above events, the work continues to affect the services, Solumare GmbH shall be reimbursed for all resulting extra costs.
  4. No liability for information. Solumare GmbH provides information on the loading and fixation capability of goodsto the best of its knowledge, but without obligation. It is not liable forpayments. Enquiries about readiness for unloading and loading are to be collected by the contractor.
  5. Special goods and works. Heavy coli and all goods that require special handling during loading, receipt and sea transport must be reported to Solumare GmbH and specially designated; their acceptance shall only take place based on prior agreement. Likewise, all dangerous goods must be specially checked in according to the IMDG Code. In the event of incorrect or insufficient information about such goods, in particular designations in foreign languages or in generally unknown technical terms, the client shall be liable for the resulting damage and indemnify Solumare GmbH against all damages, penalties and other disadvantages incurred by other persons, goods, or the ship.
  6. No Responsibility. Solumare GmbH is not responsible for the quantity, quantity, weight, dimensions, signs, brands, numbers, content, and quality of goods to be handled, neither when unloading nor loading.
  7. Special Agreement. The handling of shipwreck vessels and work on rivers require a special agreement.
  8. Disabilities. If, through no fault of Solumare GmbH, the services commissioned by the client cannot be provided due to a disability or the workers requested for work cannot be employed, the client must  pay Solumare GmbH the remuneration or  the  costs of the futile provision of workers and equipment.
  9. Changes to the ship. Changes to the ship’s own transhipment facilities and the covering of the hatches must be made on the ship’s side. If employees of Solumare GmbH are used for this purpose, this is done without their responsibility.
  10. Use of Vehicles. The vehicles of Solumare GmbH are only used for the transport of its own employees. The use of the vehicles of Solumare GmbH by third parties is at your own risk.
  11. Notice is compulsory. Solumare GmbH must be notified verbally immediately after the damage has occurred and in writing within 7 days of the occurrence of the damage.
  12. Limitation of Liability. Solumare GmbH is liable for all activities due to legal or contractual provisions only insofar as it or its vicarious agents are at fault. The obligation to indemnify falls to Solumare GmbH, unless the clarification of a cause of damage cannot reasonably be expected according to the circumstances.

If visible damage – contrary to para. 11 – is not notified in due time, it is assumed that the damage is due to a circumstance for which Solumare GmbH is not responsible.

The liability of Solumare GmbH is excluded
– for force majeure
– for fire, water and explosion damage
– for damage and defects caused to the goods by weather influences
– for damage and defects caused by theft, robbery, riot, piracy or plundering to ship and cargo. This also applies if the damage and defects concern entire pieces
– for damages and defects which are the result of the natural condition or missing or defective packaging of the goods, weight indication or marking,  if the resulting damage could not be averted  even with the care of a proper stevedorer or load inspector.

Insofar as Solumare GmbH is liable under this clause, the amount of damages to be paid by it is limited to two units of account for each kilogram of the gross weight of the goods. The unit of account is the Special Drawing Right of the International Monetary Fund. The amount shall be converted into EURO according to the value of the EURO in relation to the Special Drawing Right on the date of taking over the goods or on the date agreed by the parties. The value of the euro vis-à-vis the Special Drawing Right shall be determined in accordance with the method of calculation used by the International Monetary Fund for its operations and transactions on the day in question.

If several interested parties are involved, the total amount of compensation is limited to this sum for all claimants together. The exclusions and limitations of liability on which these terms and conditions are based do not apply if the damage is due to an act or omission, Solumare GmbH, its employees in the exercise of their performance or persons whose Solumare GmbH uses in the   performance of its activities, intentionally or recklessly and in the knowledge that damage with  In the case of the United Kingdom, the Court of First Instance held that the Court of First Instance did not lose sight of the fact that the Court The same applies if this group of persons has caused the damage by breach of essential contractual obligations (so-called cardinal obligations).

The liability of employees of Solumare GmbH is excluded or limited in accordance with the above liability provisions.

Against payment of an increased fee, the client is free to agree  on an extended liability beyond the scope of these terms and conditions with Solumare GmbH.

  1. No set-off or retention. Against claims of Solumare GmbH, a set-off or retention by the client is only permissible with undisputed or legally established counterclaims.
  2. Due date, advance payments. Payments must be made within 30 days of invoicing. Solumare GmbH may demand an immediate payment on account in the approximate amount of the invoice amount after completion of the work.  Solumare GmbH may also demand advance payments after ORDER CONFIRMATION. This right shall be exercised in particular if the payer is resident outside the Federal Republic of Germany or if a punctual transfer is not guaranteed.  Payments due shall bear interest in accordance with the German Commercial Code (HGB).
  3. Statute of Limitations. Claims against Solumare GmbH, regardless of the legal grounds, shall become statute-barred after one year. In the case of intent or intent according to para. 12, 4. Paragraph, equivalent fault, the limitation period is 3 years. The limitation period begins at the end of the day on which the customer, his representatives or vicarious agents became aware of the damage or on which the work was concluded. The beginning of the limitation period shall be determined by the earliest date.
  4. Place of jurisdiction, place of performance, law. The exclusive place of jurisdiction and place of performance is Berlin. German law shall apply.
  5. Severability. Should individually provisions of these General Terms and Conditions be or become invalid in whole or in part, the validity of the remaining provisions shall remain unaffected.

Berlin, 29 March 2023