1.3 The available terms of conditions are only valid in relation to enterprises, legal entities of public law as well as publicly legal separate estates according to §§ 14. 310 Abs. 1 BGB.

1.4 Deviating, opposing or supplemental terms of business, even if known, are not a part of the contract, unless its validity is expressly agreed to in writing.

2. Legal status of the contracting partners

2 .1 110PRO LTD. acts for the contractor as an independent enterprise.

2 .2 110PRO LTD. utilizes predominantly independent service providers and collaborators for the completion of the contract.

2 .3 110PRO LTD. may also use its own employees for the completion of the contract.

2 .4 The contracting partners are not empowered to act in the name of the other contracting party in legal transactions, to make or accept statements, and/or to substantiate obligations or responsibilities for the other contracting party.

3. Delivery and Services

1. 110 Pro Limited expressly reserves the right to reasonable partial deliveries and services or to reasonable replacements and services, in particular subject to punctual supply in person.

2. As soon as circumstances occur, which make only partial delivery of services possible by 110 PRO Limited or which makes service unavailable, the contracting party is to inform 110 PRO Limited immediately of the threat of partial service capability or achieving no service. In this case 110 PRO Limited is justified to withdraw, totally or partly from the contract against refunding any returns, as far as these were already furnished on service sections not available in advance.

3. Dates and times stated in the contract for deliveries are non-committing, as long as 110 PRO Limited does not expressly describe in writing that delivery times are obligatory and/or fixed deals. The dates of delivery are agreed upon generally according to the planned service provider of 110PRO Limited and are understood as nonobligatory and subject to the availability of the assigned co-operation partners of 110PRO Limited as well as unexpected circumstances and obstacles, regardless of whether or not these arrive with 110PRO Limited or with the co-operation partner, in particular higher force, national measures, non-issuing of official permissions, labor disputes of any kind, sabotage, unexcused late delivery of material etc.

4. An obligatory agreed upon delivery time extends appropriately, as soon as 110 PRO Limited is prevented from their compliance by circumstances, which presented neither by it or its organs or executing aides. The adherence to the dates of delivery presupposes the previous entrance of all documents, designs, exhibitions, plans, necessary for the client to complete the planned order, permission, co-operation-requiring releases, the adherence to agreed upon terms of payment as well as the availability of material, information and mechanisms, which are necessary for the successful and complete contribution of the achievement of the 110PRO Limited. If the client of 110 PRO Limited does not follow this obligation to cooperate, the delivery time extends according to the duration of the appropriate delay.

5. If the delivery time expires due to one of the client’s circumstances or because of the client’s wishes, 110 PRO Limited is entitled to demand replacement of the necessary multi-expenditures, in particular storage costs. In individual cases the proof of a smaller damage is open to the client.

6. 110PRO Limited is at any time entitled to reject the execution of services altogether or partly and independently of a received offer if substantial reasons are present. A substantial reason would be for example, the use of material at an illegal meeting, the exceeding of 110PRO Limited granted credit limits in accordance with § 4 NR. 7 or the negative result of a credit rating (e.g. with Schufa, Credit reform, Buergel etc..)

7. If PRO Limited takes over a contractual obligation for the production of a work, an acceptance has to take place via the client after the end of service. The denial of the acceptance because of insignificant deficiencies is excluded.  The acceptance stands directly, if the client does not remove the contractual item within a period of 12 days of receipt of a written report from 110 PRO Limited over the completion or from one of these acceptances provided by the client to the acceptance within appropriate period, although he is obligated to do this.

4. Implementation of the contract
4 .1 The contractor provides 110PRO LTD. with such material, information and equipment as is necessary for the successful and complete delivery of the services by 110PRO LTD..

4 .2 110PRO LTD. is entitled to decline to implement the services, provided that compelling reasons exist. A compelling reason exists in particular if, in the estimation of 110PRO LTD., the service providers utilized, the quality of materials, or other conditions such as the ease of location of the project site endanger the successful implementation of the service.


5. Cancellation modalities, withdrawal
The contractor is entitled to withdraw from the order at no cost up to six weeks before commencement of the project. If withdrawal occurs up to ten days before commencement of the project, the contractor must recompense 60% of the agreed fee to 110PRO LTD.. If withdrawal occurs less than eight days before commencement of the project, the contractor must recompense the entire agreed fee to 110PRO LTD.

6. Deliveries and services

6.1110 Pro Limited is only held to its written offer only through an important reason according to § 3 Nr. 6 and then only as long as the time stated in the offer.  The offer obligation can exclude 110PRO Limited totally or partly, e.g. by the additive "offer not-binding".  As soon as 110 PRO Limited excludes the offer obligation totally or partly, 110PRO Limited is justified for the reservation of the revocation of their offer up to the entrance of the notification of acceptance, as soon as it is prevented from the offer execution due to an intermediate confirmation of other orders. The explanation of an appropriate reservation in the offer takes place for example via the additive "offer not-binding due to availability".

6.2. A contract is provided only with the written contract conclusion or written confirmation of the offer of 110PRO Limited, however, beginning at the latest with the execution of services. Form and extent of the 110 PRO Limited owed achievements are determined – unless separately - exclusively according to contents of the closed order and/or the confirmation of the order offer.

6.3. Data in folders, other leaflets and on the Internet sides of 110 PRO Limited represent neither the assumption of a warranty nor a condition risk.

6 .4 A contract is formed first with the written order confirmation or the order bid on the part of 110PRO LTD., however, at the latest with the start of the implementation of service.

6 .5 The right to reasonable part deliveries or services or to reasonable replacement deliveries and services on the part of 110PRO LTD. remains expressly reserved.

6 .6 The date of delivery of the services is agreed in accordance with the expected service capacity of 110PRO LTD., is non-binding and subject to the punctual delivery of services by the collaborators utilized by 110PRO LTD. It is also subject to unforeseen circumstances and obstacles, whether these affect 110PRO LTD. or its collaborators, in particular acts of God, governmental measures, the non-issuance of official permits, labor conflicts of all kinds, sabotage, material deliveries which arrive late where no blame can be assigned or the non-appearance of service providers at the project location.

7. Remuneration, Conditions of payment
7 .1 The contractor pays 110PRO LTD. the fee agreed upon in each order for the specified services. VAT and other mandatory levies in the country of delivery, as well as transport costs, accommodation costs and other expenses will be charged to the contractor in accordance with the relevant price list or in accordance with the individual order. If no price list or no specifications on the subject in the individual order, the following provisions apply:

The contractor will pay the hourly rate agreed upon in full and without deduction of break hours and for every started working hour.

The contractor will furnish each service provider utilized on the project with at least one warm and two cold meals within a twelve-hour period, in addition to unlimited cold and hot beverages, free of charge. Tap water shall not count as a cold beverage.

If the contractor does not provide sufficient catering supplies as specified in the paragraph above, a catering charge of 30 Euros per service provider per day will be levied, unless a different agreement is reached.

Transport costs will be reimbursed on submission of the fuel receipts.

7 .2 After completion of the services, 110PRO LTD. will invoice the contractor for the agreed fee. Payment is due 10 days after the date of invoice without deductions. Cheques are accepted only as conditional payment. If the payment deadline is exceeded, 110PRO LTD. is entitled to claim, without further warning, interest on arrears amounting to 2%, in terms of the "standard interest rate of the European Central Bank under the Discount Rate Transition Act". The right to assert a claim to damages over and about this amount is not affected.

7 .3 110PRO LTD. is entitled to offset payments in the first instance against outstanding debts. If costs and interest have already been generated due to arrears, 110PRO LTD. is entitled to offset the payment first against costs, then against the interest, and finally against the main services.

7 .4 Any balancing of accounts or claim to a right of retention, due to counter claims which are not recognized by 110PRO LTD. or not valid in law, is excluded.

7 .5 Insofar as the above conditions of payment are breached without justifiable cause, 110PRO LTD. may at any time demand pro rata payment in the form of cash payments, advance payments or securities. All unsettled claims including those for which 110PRO LTD. has accepted bills or has agreed payment in installments, shall in this case fall due immediately.

7 .6 The payment conditions provided relate to the credit limit specified by 110PRO LTD. for each individual order. If the credit limit set in each particular case is breached, 110PRO LTD. reserves the right to demand the remaining value of the order in advance. In the case of any modification made at a later date to the credit status, 110PRO LTD. is entitled to demand payment pro rata against delivery or against the appropriate sureties, and to withdraw from the contract in the case of non-fulfillment.

8. Liability
8 .1 Unless otherwise stipulated in these provisions, any further claims on the part of the contractor - on whatever legal grounds - are excluded. 110PRO LTD. therefore is in particular not liable for damages, lost profits, or other financial loss to the contractor.

8 .2 This notice of exemption does not apply if the damage is caused due to intent or gross negligence.

8 .3 Insofar as 110PRO LTD. negligently breaches a contractually significant obligation, 110PRO LTD.'s liability to compensate for material and personal damage is limited to the indemnification stipulated in their liability insurance. Liability to pay is in any case limited to those damages that were foreseeable when the contract was concluded.

8 .4 To the extent that liability on the part of 110PRO LTD. is excluded or limited, the same also applies to the personal liability of salaried employees, waged employees and other workers, representatives and assistants.

8 .5 The contracting partner will in the first instance assert any claims for compensation against service providers and project collaborators.

9. Secrecy, protection of patronage and exclusivity

9 .1 The contractor will use operational secrets, documents, knowledge and skills belonging to or relating to 110PRO LTD. and its partners and customers only in order to deliver the services that are contractually owed to their customers, and will treat these assets as strictly confidential in dealing with to third parties.

9 .2 The contractor shall maintain the strictest silence about all information regarding 110PRO LTD. that does not occur in official publicity materials, announcements, or in the media of 110PRO LTD..

9 .3 The contractor undertakes to store all documents, materials and data carriers provided by 110PRO LTD. in good order and out of reach of third parties.

9 .4 After the implementation of the contractual services, or after the completion of the individual order, the contractor shall return to 110PRO LTD. all documents produced in the framework of and in connection with the individual order, all materials and information that have been provided, and all copies of these, promptly and without demand. To this extent, no right of retention exists.

9 .5 The contractor undertakes to refrain, for a period of two years after completion of the contract, from carrying out any business either directly or indirectly with those service providers and collaborators who have previously been employed by 110PRO LTD. and who the contractor has been introduced to through 110PRO LTD.. This protection of patronage clause also applies to actions taken preliminary to a business transaction.

9 .6 This protection of patronage clause supplements any other protection of patronage clauses which may exist between the contracting parties.

9 .7 If the above obligation in point 1.5 is contravened, a contractual penalty amounting to 25,000.00 euro (in words : twenty-five thousand) for each case of contravention shall be paid to (...) 110PRO LTD.

9 .8. The contractor concedes to 110PRO LTD. the right to have a lawyer, accountant or tax consultant examine the contractor's books and accounts where there exists a well-founded suspicion that protection of patronage has been infringed.

10. Property

10.1. 110 Pro Limited remains exclusive owner of all remaining contract objects.

10.2. Far sale, transfer by way of security, hypothecation or otherwise any loads are not permissible and these opposite ineffective without written agreement of the 110PRO Limited.

10.3. With seizing or other accesses third on the contractual item has to refer the client third to the existence of the retention of title and to inform the 110 PRO Limited immediately in writing, in order to make for this possible the third contradiction complaint. As far as third is not for refunding the judicial and costs out of court of such a complaint able, the client is responsible with injury of aforementioned duty to warn for the loss.

10.4. For a legally caused property loss due to connection, mixture or processing of the contract object the client of 110 PRO Limited is responsible for payment of damages equal to the replacement value of the contract object.

11. Special conditions for person alga position

11.1. There will be no work contracts agreed upon between 110 Pro Limited employees and contract partners. The 110 PRO Limited avails itself for appropriate fulfillment of a contract excluding independent service tenderers and co-operation partners.

11.2. Of the suitability of the personnel posed for the concrete employment the client before beginning of order execution has itself to convince. Objections are to be communicated the 110 PRO to Limited at the latest on the first day of order execution. With justified objection the client is entitled to require in writing the exchange of the personnel. If the client hurts its test and obligation obligation, it can deduce from this no rights.

11.3. The client has the personnel before beginning of the employment about the valid accident prevention and industrial safety regulations to inform as well as the guidance and monitoring of the execution of the individual activities - so far not contractually otherwise agreed - within own responsibility to make. The client is responsible for informing 110 Pro Limited with special risks to personnel connected with certain services at latest before start of operation.  If the activity for the assigned personnel presents special dangers, in particular health risks 110 PRO Limited is justifiably to be removed from the contract, personnel immediately removed from the place of work.  In the case that the client withdraws from the contract, 110 Pro Limited is to be remunerated for the agreed upon amount, unless another offer is provided. 

11.4. The client will provide 110PRO Limited with all material, information and mechanisms needed for personnel to successfully complete the contract agreed upon for the entire running time of the contract. 

11.5. Unless contractually agreed, the client is responsible for providing free of charge, one warm and two cold meals for 110 Pro Limited employees within a twelve hour period. 

If the client offends against this obligation, an additional 30 euro food supply lump sum per assigned service provider is due. Travel costs will be refunded by the client on presentation of original gas receipts. 

12.  Cancellation, Withdrawal Terms

12.1. The client is entitled to withdraw from the order up to 6 weeks before the start of the project free of charge. If a resignation takes place up to 10 days before the start of the project, the client has to replace 60% of the agreed upon remuneration of the 110PRO Limited. If a resignation takes place less than 10 days before the start of the project, the client has to replace the complete agreed upon remuneration of the 110PRO Limited less any saved expenditures.

12.2. The proof remains to the client that in individual cases a smaller refund amount than appropriate is being set.

13. Prohibition of  Counterclaims

13.1. The right for set-off with counterclaims of the client is impossible, as far as these are not validly determined or undisputed.