Conditions
General conditions for the provision of services
1 Introduction
a. GEOPHYSICS PRONATURE offers geophysical services and thus also specialist knowledge in the areas of geophysics, hydro / environment / raw material geology, geotechnics and related areas. GEOPHYSICS PRONATURE works with proven competence partners from industry and academics who co-provide technical equipment (hardware / software) and expertise. In close cooperation with our competence partners, an individual concept is developed for each project regardnig technical, logistical, and safety precautions | HSE. Only then the project will be carried out together.
Addition : It should be noted here that two added-value options are available through GEOPHYSICS PRONATURE, namely i) a preventive health promotion of project participants | project team members and ii) a tree planting activities. These two are excluded from the general terms and conditions and their respective implementation. As the name suggests, these value-added options are optional and free of charge, i.e. the costs incurred are exclusively covered by GEOPHYSICS PRONATURE and serve only as a contribution to sustainability and/or are meant to increasing the efficiency of each project (note: "Corporate Wellness" and "Corporate Sustainability" on our website).
b. According to [a], GEOPHYSICS PRONATURE provides consulting and work contract work for geophysical / engineering projects before | during | after the project has started. Terms and Conditions of the Competence Partners are equal and binding, and must also be accepted individually for each project or adapted in writing. We allow ourselves to have the client's terms and conditions checked by legal assistance before a written contract is signed or an order binding is entered into. If the corresponding requirements cannot be met, GEOPHYSICS PRONATURE refrain from performing an order.
c. When an order is concluded, only the contractually agreed work or services will be performed within the scope of our responsibility, and that in accordance with the generally recognized rules of technology and the safety standards applicable in the industry (HSE: Health Safety and Environment). Legal prerequisites, such as permission to enter a work site, special special permits, etc., must be delivered or guaranteed in advance by the client in order to enable legally valid planning and thus execution of an order that has been placed.
d. The fulfillment of the order must be carried out in accordance with the written appointment agreement and the associated deadlines. If other agreements are made during a project, this must be in writing or in accordance with the typical/equivalent laws .
Logistical or performance-delaying circumstances (e.g. due to the COVID pandemic that has been in place between 2020-2022) within the entire value chain, allow GEOPHYSICS PRONATURE and the client to withdraw from the contract in whole or in part, or to postpone the delivery for the duration of the delay, equally and fairly. A claim for damages is hereby excluded, which in turn must be requested in writing.
If there are delays in the fulfillment of the order due to negligence GEOPHYSICS PRONATURE or through their competence partner, or for other internal reasons, the client can claim damages up to a maximum of 5% of the order volume.
e. Since GEOPHYSICS PRONATURE itself acts as an interface between the competence partner and the customer / client with regard to the provision of equipment and goods, the terms and conditions and regulations of the respective competence partner for lending, the acquisition / delivery of technical equipment (hardware and software) and the payment for the said product within a previously agreed period.
The industry-standard guarantee obligations and rights for technical equipment (hardware / software) also apply when the product is handed over or used. This applies, for example, to the (expiration of) guarantees for technical equipment for a predetermined period of time (typically 12 months); Repairs; Replacement and renewal of technical equipment and / or sub-components | assumption of transport costs | Insurance requirements.
No guarantee is given for the use of technical equipment outside of the designated area of application and use. This also applies to data storage / backup using the technical device provided.
f. The payment of services or technical equipment, either directly to GEOPHYSICS PRONATURE or through our competence partners, is made in a tax-verifiable form based on pre-determined prices. We follow the payment period model of typical German commercial practices (4 weeks payment period) or governmental recommendations to create e-invoices to save costs and CO2. Payments can be made via PayPal or bank transfer.
If certain payment deadlines expire, be it due to insolvency or other reasons on the part of the client, GEOPHYSICS PRONATURE reserves the right to withdraw from the contract, whereby non-payments for services and technical equipment (hardware / software) can be demanded by and through other legal means.
GEOPHYSICS PRONATURE or the respective competence partner remains in possession of the same until the time of full payment for the technical device acquired by the client. This circumstance forbids at the same time a subletting of the technical device or a resale of the same up to this point in time of the full payment. In the event of irregularities in this regard, GEOPHYSICS PRONATURE withdraws from the order with the stipulation that it will seek legal action.
Furthermore, in the event of expected or unavoidable additional costs for the implementation of a project, the client will be informed, which allows the client to withdraw from the order. In such a case (up to 20% in additional costs) we strive for a legally valid agreement and only charge contract work up to this point of decision.
g. In order to comply with data protection obligations, GEOPHYSICS PRONATURE and its competence partners guarantee the confidential treatment of all project and client-relevant information and results. There is an exception when court orders require certain information and data to be passed on (e.g. in the case of suspected white-collar crime).
h. GEOPHYSICS PRONATURE has its own liability insurance packages for technical equipment and associated activities up to a damage coverage of 10 million euros. If contract work is carried out jointly with other companies, the liability shall apply GEOPHYSICS PRONATURE only for its own part of the work. Sufficient (and therefore additional) insurance coverage on the part of our competence partners is and remains a basic requirement for a successful cooperation.
Accordingly, GEOPHYSICS PRONATURE insures technical equipment against property damage and loss, unless otherwise stated or agreed in writing before the start of the order. The client has to bear repair / loss costs up to a maximum amount of 1,000 euros if the GEOPHYSICS PRONATURE insurance company takes over the case.
In the event of total loss of the device due to theft, if the case is accepted by the GEOPHYSICS PRONATURE insurance company, the customer must bear 50% of the total value of the device unit price. Otherwise, i.e. if the customer has been assigned to be responsible for the loss of technical equipment, the customer must cover the full costs of the loss.
The insurance covers damage to devices that may occur during normal field use. The insurance does not cover damage caused by improper handling of the technical equipment or by catastrophic events due to natural phenomena (see: "Flood of the century 2021 inGermany"; "Global Forest Fires" in many locations around the world due to climate change) or violent human conflicts / influences (possibly also here: "Fires") arise. Additional insurance must be taken out for this.
The GEOPHYSICS PRONATURE insurance only applies to the use of technical equipment in "secured work areas" (e.g. for borehole measurements in "cased" versus in "open boreholes", etc.) clarified in writing in advance prior to an order is placed and accordingly clearly defined and fixed in writing in the security statutes for the respective project.
As with the sale of technical equipment by the Competence Partner, GEOPHYSICS PRONATURE also offers these for rent through our various competence partners. A separate insurance coverage (or corresponding proof) is required for such deployment scenarios.
i. To comply with the copyrights of GEOPHYSICS PRONATURE content and that of the designated competence partners (website / information material, etc.), common national and international legal regulations apply. Use of this content is only permitted with a written confirmation from GEOPHYSICS PRONATURE and the consent of respective competence partners.
2. Place of jurisdiction and severability clause
The law of the Federal Republic of Germany forms the basis for all business relationships and legal matters between GEOPHYSICS PRONATURE and its clients. The place of performance for all commissioned work is Bielefeld / NRW, Germany.
In accordance with the common definition of "preventive (" severability ") protection for a respective contract, the following contractual clause is used:
“If individual provisions of this contract are ineffective or unenforceable or become ineffective or unenforceable after the contract is concluded, the validity of the rest of the contract remains unaffected. The ineffective or unenforceable provision shall be replaced by an effective and enforceable provision whose effects come as close as possible to the economic objective pursued by the contracting parties with the ineffective or unenforceable provision. The above provisions apply accordingly in the event that the contract turns out to be incomplete. "
General Terms and Conditions (GTC)
The general terms and conditions outlined above define the following terms and conditions:
1. The client / customer must provide GEOPHYSICS PRONATURE with all information about the condition of the deployment site (in the case of measurements with various seismic systems or an AUV) or the borehole (ie., for borehole measurements) and the conditions in the deployment area and its surroundings to allow a safe and quick performance of the services. Failure to provide this information, especially if there is a suspicion of willful concealment, entitles GEOPHYSICS PRONATURE to refuse to carry out an order or fulfill contractual agreements, even if the order has already been placed.
2 . The client has to ensure the access and departure to the place of work and to support GEOPHYSICS PRONATURE with the transport of devices to the place of use (e.g. in difficult terrain, such as the transport of devices to a mine, to a remote inland waterway) with suitable devices and personnel. If access is via roads constructed/paved by the client, we and / or the competence partner (s) do not assume any liability for any damage to roads or properties.
As part of the project management GEOPHYSICS PRONATURE offers regular and repeated "site visits". GEOPHYSICS PRONATURE pays strict attention to the compliance with its own targets regarding a minimum CO2 footprint and costs. This measure serves and benefits demonstrably the project security, which normally pays off in the end for a project and its participants.
3. While the service is being provided by GEOPHYSICS PRONATURE and / or the respective competence partner, the client remains fully responsible for his supervisory duties, for his own staff, his devices, facilities and materials as well as for the condition of the work site. Liability for damage due to the condition of the work site that occurs before / during / after the performance of the services is only assumed if this damage was caused intentionally or through gross negligence by employees of GEOPHYSICS PRONATURE / Competence Partners. The client releases GEOPHYSICS PRONATURE from all claims for damages, including against third parties.
4. The technical devices used by GEOPHYSICS PRONATURE or by our designated competence partners are designed for on/off-road conditions that are customary in the industry. If damage to technical equipment and personnel is due to abnormal operating conditions, e.g. due to unreasonable extreme ambient temperatures, pressures or chemicals (regardless of whether they are gaseous, liquid, or in the solid state), or the like, the customer must bear the damage to the equipment / nvolved personnel. The same applies to the planning and precautions for UXO (Unexploded Ordnance) conditions, as well as loss of storage facilities and material damage to technical equipment and operational personnel of the client, unless GEOPHYSICS PRONATURE or the respective competence partner caused this damage or loss through gross negligence.
5. GEOPHYSICS PRONATURE guarantees the services to be provided by means of the most modern, innovative deployment equipment and on the basis of proven technologies, provided that the deployment site corresponds to the working conditions defined in [4] and the conditions in / around / on the deployment site are harmless. We are only liable for any complications that may arise in the provision of services and for the completeness of the work results to be achieved in the event of willful intent or gross negligence on the part of our employees.
6. Accordingly, GEOPHYSICS PRONATURE can refuse to continue the work even during a project if the prevailing working conditions are on / in / around the work site appears unsafe or questionable in terms of service provision or the safety of technical equipment and personnel. In this case, the client has to bear the costs incurred up to this point in time.
7. If the use of special additional equipment is required during the site measurements, e.g. the use of drill rods, additional piping (e.g. a special guide shoe, guide rods, etc.) for borehole measurements, the client bears the risk and the costs of implementing the same and in the event of possible damage or loss of technical equipment and / or any type of harm to personnel.
If complications arise when using the contractually agreed working methods, e.g. when reinstalling a technical device after a necessary correction of a defect in / on / around the work site, GEOPHYSICS PRONATURE is only liable if this is due to gross negligence or willful non-compliance with the rules of Technology can be traced back to their own employees or the associated competence partner.
Accordingly, the client bears full responsibility and costs, e.g. for so-called "fishing" in the borehole, or other salvage work on the work site. GEOPHYSICS PRONATURE employees or their competence partners are neither authorized to take certain measures independently, nor are they requested by the client to participate in fishing operations, except in an advisory capacity.
8. If equipment or technical devices belonging to GEOPHYSICS PRONATURE or our competence partner are lost on the work site (including through theft), or if they are destroyed or damaged during transport by the client or in his care, the client has them to repair it at his own expense or, if this is not possible, to pay GEOPHYSICS PRONATURE damages, unless GEOPHYSICS PRONATURE caused the damage or loss through gross negligence.
9. The interpretation of the measurement / model results by employees of GEOPHYSICS PRONATURE or the respective competence partner corresponds to empirical values to the best of their knowledge and expertise, whereby the results achieved and the conclusions derived from them can be fallible or deviate from the results of the client or a third party made assessment of these results.