Privacy policy & General Terms and Conditions
Privacy statement:
Privacy-sensitive data or personal data are processed via the WMDE UK Ltd. website. WMDE UK Ltd. considers careful handling of personal data important. In our processing we adhere to the requirements of privacy legislation. This means, among other things, that: we clearly indicate the purposes for which we process personal data. We do this through this privacy statement; we limit our collection of personal data to only the personal data that is necessary for legitimate purposes; we first ask you for permission to process your personal data in cases where your permission is required; we respect your right to make your personal data available for inspection, correction, or deletion upon request. WMDE UK Ltd. is responsible for data processing. In this privacy statement we explain which personal data we collect and use and what purpose. We recommend that you read these thoughts. This privacy statement was last modified on 12-04-2023. Use of personal data When you visit our web site, we obtain certain information from you. That can be personal data. We only store and use the personal data provided by you in the context of the service you have requested or of which it is provided to us for processing. We use the following data for the purposes stated in this privacy statement:
Name and address details, telephone number. We use your name and address details to process the request correctly. Communication; we use your personal data / contact details to facilitate communication about your order and / or other questions. Implementation of legal obligation to comply with our legal obligation, we keep your history within the set legal term. We do not publish and sell your customer data to third parties for commercial purposes. The personal data described above will be retained for as long as necessary to process your information, unless there is a legal obligation that requires longer storage (such as the tax retention obligation). Changes to this privacy statement We reserve the right to make changes to this privacy statement. It is recommended that you consult this privacy statement regularly so that you are aware of these changes. View and change your data For questions about our privacy policy or questions regarding access to and changes to (or deletion of) your personal data, you can contact us at any time using the details below. You can also send us a request to view, change or delete this data. In order to prevent abuse, we can ask you to adequately identify yourself.
General Terms & Conditions:
WMDE UK LTD. The New Barn Mill Lane, Eastry Sandwich, CT13 0JW, England, UK
article 1 Definitions
1.1. In these general terms and conditions, the following terms are used as defined
below, unless specifically stated otherwise.
User: WMDE UK LTD.
Client: the contracting party of user.
Agreement: the agreement for the rendering of services
article 2 General
2.1. These terms and conditions are applicable for all offers, estimates and agreements
between user and client on which user has declared these terms and conditions to
be applicable, in so far as parties have not explicitly and in writing provided
otherwise in these terms and conditions.
2.2. The present terms and conditions are also applicable to all agreements with user,
for the fulfilment of which third parties need to called in.
2.3. Possible deviations from these general terms and conditions are only valid if these
have been explicitly agreed upon in writing.
2.4. The applicability of possible purchasing conditions or other terms and conditions
of client are explicitly dismissed.
2.5. In case one or more of the provisions in these general terms and conditions are
void, or become null and void, the other stipulations of these terms and conditions
will remain in full force. User and client will, in that case, hold discussions in
order to agree upon new stipulations for replacement of the stipulations that have
become void, where, in that case and in so far as possible, the goals and purport of
the original stipulations will be upheld.
article 3 Offers and estimates
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3.1. All offers are free from obligation, unless the offer contains a date for acceptance.
3.2. The offers made by the user are free from obligation; they are valid during a
period of 30 days, unless stated otherwise. User is only bound to the offers if the
acceptance thereof is in writing by the other party within 30 days, unless stated
differently.
3.3. The prices in the offers and estimates mentioned are excluding VAT and other
government levies, as well as any possible costs resulting out of the agreement,
including travel and accommodation expenses, forwarding costs and
administrative costs, as well as costs for attending courses and seminars, unless
stated differently.
3.4. In case the acceptance varies from the offer on minor points, user is not bound to
the fulfilment thereof. In such a case, the agreement will not be affected in
compliance with this deviating acceptance, unless user indicates differently.
3.5. A composite estimate does not oblige user to the fulfilment of a part of the
assignment for a corresponding part of the quoted price.
3.6. Offers or estimates are not automatically applicable to future agreements.
article 4 Fulfilment of the agreement
4.1. User will fulfil the agreement to the best of his abilities and capabilities and in
accordance with the requirements of good workmanship, all on basis of the then
available state of the art.
4.2. If and in so far as a proper fulfilment of the agreement requires such, user is
entitled to have certain work carried out by third parties.
4.3. The client will ensure that all information, of which user indicates that this is
necessary or of which it may be assumed that the client is aware that it is required
for a proper fulfilment of the agreement, will be provided to the user on time. In
case the information required for a proper fulfilment of the agreement is not made
available to the user on time, user is entitled to suspend the fulfilment of the
agreement and/or to invoice the client for the additional costs, on basis of the
usual tariffs, arising as a result of the delay.
4.4. User cannot be held liable for damages, of whatever nature, due to the fact that
user has based himself on wrong and/or incomplete information as provided by
the client, unless user should have been aware of the fact that the information was
wrong or incomplete.
4.5. If it has been agreed upon that the agreement will be carried out in phases, user
can suspend the fulfilment of those parts that are part of a following phase until
that time that the client has approved the results of the previous phase in writing.
4.6. If third parties are called in by user to carry out work as part of the fulfilment of
the agreement, at the location of client or else at a location pointed out by the
client, client will ensure that facilities required within reason by employees of
user or third parties are made available free of cost.
4.7. Client indemnifies user from possible claims from third parties, who have
incurred damages in connection with the fulfilment of the agreement and for
which the client may be held accountable.
article 5 Alterations to the agreement
5.1. If, during the fulfilment of the agreement, it appears that in order to ensure a
proper fulfilment of the agreement it is necessary to alter the specifications
regarding the to be carried out work or to supplement the work specification,
parties will modify the agreement accordingly after holding timely and mutual
consultations.
5.2. If parties agree that the agreement is to be modified or supplemented, the point in
time at which the completion of the obligations arising out of the agreement has
taken place, will be affected. User will inform client hereof as soon as possible.
5.3. If the modifications or supplements of the agreement entail financial and/or
qualitative consequences, user will inform client thereof beforehand.
5.4. If a fixed fee has been agreed upon, user will also indicate whether and to what
extent the modifications or supplements of the agreement will result in the
exceeding of the agreed upon fee.
5.5. Notwithstanding the provisions in paragraph 3, user will not be entitled to invoice
additional costs if the modifications or supplements are the result of
circumstances for which the user may be held accountable.
article 6 Term of the agreement; fulfilment period
6.1. The agreement between user and a client is entered into for an indefinite period of
time, unless otherwise apparent out of the nature of the agreement or that parties
have specifically agreed upon differently in writing.
6.2. If, for the completion of certain work, a term has been agreed upon that is within
the term of the agreement, this is never a term to be observed on penalty of
forfeiture of rights. Therefore in case this term is exceeded, the client must give
notice of default to the user in writing.
article 7 Fee
7.1. For offers and agreements in which a fixed fee has been included or has been
agreed upon, paragraphs 2. and 5. through to and including 8. of this article are
applicable. In cases where no fixed fee has been agreed upon, paragraphs 3.
through to and including 8. of this article are applicable.
7.2. Parties can agree upon a fixed fee on effecting an agreement.
7.3. In case no fixed fee is agreed upon, the fee will be calculated on basis of the
effective working hours. The fee is calculated on basis of the usual hourly tariff of
the user, applicable in the period in which the work is carried out, unless a
different hourly tariff has been agreed upon.
7.4. The fee and any possible cost estimate are excluding VAT.
7.5. For assignments with a duration in excess of 3 months, the amounts due will be
invoiced in instalments.
7.6. If user agrees upon a fixed fee or hourly tariff with the client, user is nevertheless
entitled to increase this fee or tariff. User can pass on price increases if user can
show that between the date of the offer and of fulfilment of the agreement
significant price increases have occurred as regards, for instance, wages.
User is furthermore entitled to increase the tariff if during the carrying out of the
work it may appear that the originally agreed upon or else the expected amount of
work was underestimated to such an extent at the time that the agreement was
entered into, and that user cannot be held accountable for such, that within reason
it may not be expected of user that he is able to carry out the agreed upon work for
the originally agreed upon fee.
7.7. User will inform client in writing concerning the intended increase in the fee or
tariff. User will, at the same time, state by which amount the fee or tariff will be
increased and as of which date this increase will be effective.
7.8. If client does not wish to accept the increase in the fee or tariff as made known to
him by the user, client is entitled to terminate the agreement in writing within
seven working days after the aforementioned notification by user of the increase,
or else to cancel the assignment on the date on which the price or tariff increase is
to become effective, as stated by the user in the notification, unless user should as
yet appear to be willing to continue the work for the fulfilment of the agreement
on the original conditions.
article 8 Payment
8.1. Payment is to take place within 14 days after the date of invoice, in a manner as
specified by the user in the currency in which the invoice has been drawn up.
Objections to the invoiced amounts do not exempt the client from his obligation to
pay.
8.2. If client remains in default of payment within the set time period of 14 days, client
is in default by operation of law. In such case, client will be obliged to pay an
interest of 1% per month, unless the statutory interest rate is higher in which case
the statutory interest rate will be applicable. The interest over the exigible debt
will be calculated as from the moment that the client remains in default through to
the moment of payment of the complete amount due.
8.3. In the case of a winding-up, bankruptcy, attachment or suspension of payment of
the client, the debt owed by client to user is payable on demand.
8.4. User is entitled to use the payments made by client in first instance, to offset these
against the costs, and subsequently in payment of the interest immediately due
and lastly in payment to reduce the principal sum and the accrued interest.
8.5. User may, without thereby being in default, refuse an offer of payment if the
client designates a different sequence for allocation of the payment.
8.6. User may reject total redemption of the principal sum if the interest due and the
accrued interest as well as the costs are not fulfilled at the same time.
article 9 Collection charges
9.1. In case the client is in default of or fails to comply with the timely fulfilment of
his obligations, in such a case all reasonable costs for the fulfilment of the
obligations will be extrajudicially chargeable to the account of the client. In all
cases, collection charges will be chargeable to the account of the client in the case
of a monetary claim. The collection charges will in any case be at least:
- over a sum up to € 3,000.- 15%
- in excess thereof, up to € 6,000.- 10%
- in excess thereof, up to € 15,000.- 8%
- in excess thereof, up to € 60,000.- 5%
- in excess thereof 3%.
9.2. If user has incurred higher costs, which were necessary within reason, such costs
will also qualify for reimbursement.
9.3. Any possibly reasonably incurred court costs and execution costs will also be
chargeable to the account of the client.
article 10 Research, complaints
10.1. Complaints regarding the work carried out must be made known to the user by the
client in writing within 8 days after establishment thereof, but at most within 14
days after completion of the work concerned. The notice of default should contain
a detailed as possible description of the default, so that user is able to give an
adequate reaction.
10.2. If a complaint is well-founded, user will as yet carry out the work as agreed upon,
unless client has proven such work to have become pointless. The latter must be
made known to the user by the client in writing.
10.3. In case the agreed upon service is no longer possible or pointless, user will only
be liable within the boundaries of article 13.
article 11 Termination
11.1. Both parties can terminate the agreement in writing at all times.
11.2. In case the agreement is prematurely terminated by client, user is entitled to
compensation for the resultant and plausible loss of capacity, unless there are facts
and circumstances on which the premature termination has been based that are
attributable to the user. Furthermore, in such as case, client is bound to the
payment of the invoices for the work carried out up to the moment of termination.
The preliminary results of the work carried out to that point, will therefore be
made available to the client subject to the above.
11.3. In case the agreement is prematurely terminated by user, user will ensure that the
still to be carried out work is properly handed over to third parties, unless the
premature termination is based on facts and circumstances which are attributable
to the client.
11.4. In case the handing over of the work results in additional costs for the user, such
costs will be made chargeable to the account of the client.
article 12 Suspension and dissolution
12.1. User is entitled to suspend the fulfilment of the obligations or to dissolve the
agreement in the following cases:
- client fails to wholly or partly fulfil the obligations arising out of the
agreement;
- after having entered into the agreement, user becomes acquainted with
circumstances that constitute a well-founded ground for believing that the
client will not fulfil his obligations. If there is a well-founded ground to
believe that the client will only partially fulfil the obligations arising out of
the agreement or fail to do so properly, suspension is only allowed in so far
as the shortcoming justifies such;
- client has been requested, on entering into the agreement, to provide
security for the fulfillment of his obligations arising out of the agreement
and this security is not provided or is insufficient. As soon as security has
been provided, the right of suspension becomes void, unless this fulfillment
has thereby been unreasonably delayed.
12.2. User is furthermore entitled to have the agreement dissolved if circumstances
arise which are of such a nature that fulfilment of the agreement is impossible or
else that in accordance with the requirements of reasonableness and fairness
fulfilment can no longer be demanded or else if other circumstances arise that are
of such a nature that the unchanged maintenance of the agreement is not what,
within all reasonableness, may be expected.
12.3. In case the agreement is dissolved the claims of user on the client are payable on
demand. In case the user suspends the fulfilment of the obligations, he retains his
claims by virtue of law and agreement.
12.4. User retains the right to claim damages at all times.
article 13 Liability
13.1. In case a user should be liable, liability is limited to that which has been
determined in this article.
13.2. The liability of the user is limited to twice the invoice value of the assignment,
that is, that part of the assignment on which a claim is based.
13.3. Notwithstanding the provisions in paragraph 2. of this article, the liability for an
assignment with a duration of more than 6 months is further limited to the fee due
over the past six months.
13.4. Direct damages are understood to be:
- the reasonable costs incurred for assessing the cause and extent of the
damages, in so far as the assessment regards damages within the meaning of
these terms and conditions;
- any possible reasonable costs incurred in order to make the inadequate
performance of the user meet the requirements of the agreement, unless
these cannot be attributed to user;
- reasonable costs, incurred in order to avoid or limit damages, in so far as
client can prove that these costs have resulted in limiting direct damages as
meant in these general terms and conditions.
13.5. User can at no time be held liable for indirect damages, including consequential
damage, lost income, missed savings and damage as result of a stagnation of
business activities.
13.6. The limitation of liability included in these terms and conditions is not applicable
in cases where the damage incurred is a result of a deliberate act or gross
negligence on the part of the user or his subordinates.
article 14 Passing on of risk
14.1. In case where the agreement concerns the delivery of one or more goods by the
user, the risk of loss or damage of the thus to be delivered good/goods, will pass
on to the client at the moment at which they are transferred and/or actually
delivered and are thereby under the control of the client or are placed in the
control of a third party to be assigned by the client.
article 15 Force Majeure
15.1. Parties are not bound to the fulfilment of any obligation if they are hindered
thereto as a result of a circumstance which cannot be imputed to the parties, and is
not for their expense or risk in accordance with the law, a juristic act or generally
accepted practice.
15.2. In these general terms and conditions force majeure is understood to be, besides
what is understood thereby under law and in case law, all external causes, either
foreseen or unforeseen, on which the user cannot exert any influence, but by
reason of which the user is unable to fulfil his obligations. Industrial actions in the
company of the user are understood to be included therein.
15.3. User is also entitled to plead force majeure if circumstances, that hinder further
fulfilment, arise after the user should have fulfilled his obligations.
15.4. During the period in which the force majeure continues, parties can suspend the
obligations arising out of the agreement. If this period should last longer than two
months, each of the parties is entitled to dissolve the agreement, without
obligation to pay compensation for damages incurred by the other party.
15.5. In so far as user has already partially fulfilled his obligations arising out of the
agreement at the time of the onset of the force majeure, or will be able to fulfil his
obligations, and assigns value to the fulfilled part or the to be fulfilled part
respectively, user is entitled to invoice the already fulfilled part or the to be
fulfilled part respectively. Client is bound to pay this invoice as if it were a
separate agreement.
article 16 Confidentiality
16.1. Both parties are bound to secrecy regarding all confidential information which
they have acquired from each other or from any other source within the
framework of their agreement. Information is considered as being confidential if
this has been made known by the other party or if this is apparent from the nature
of the information.
16.2. In case where, on basis of a statutory provision or a court ruling, user is obliged to
also make available confidential information to a third party assigned by law or by
a competent court, and user is unable to claim the right recognised by law or by
the competent court to refuse, user cannot be held liable to pay any damages or
compensation and the other party is not entitled to dissolve the agreement on the
grounds of any damages as a result hereof.
article 17 Retention of title
17.1. All goods provided by user remain the property of the user up to the moment that
client has fulfilled all obligations arising out of the agreement or agreements
entered into with user.
17.2. Goods provided by user, which by virtue of paragraph 1. of this article fall under
the retention of title, may only be sold on as part of normal business activities and
may at no time be used as legal tender.
17.3. Client is not entitled to pledge goods falling under the retention of title or to
encumber them in any other manner whatsoever.
17.4. In case where third parties seize goods delivered under the retention of title clause
or intend to establish rights thereon or lay claim to those goods, client is obliged
to inform user thereof as soon as may be reasonably expected.
17.5. Client is obliged to insure the goods provided under the retention of title clause
and to keep these insured against fire, and damage caused by explosion or water
as well as against theft, and to allow inspection of the insurance policy at first
request by user.
article 18 Intellectual property and copyrights
18.1. Without prejudice to that which has been established in these general terms and
conditions, user retains the rights and competences to which he is entitled on basis
of the copyright.
18.2. All articles provided by the user, such as reports, advices, agreements, designs,
sketches, drawings, software etc. are solely intended for use by the client and may
not be copied, made public, or made available to third parties without prior
permission thereto from user, unless as may be apparent from the nature of the
articles provided.
18.3. User maintains the right to use the additional knowledge, resulting from the
carrying out of the work, for other purposes in so far as no confidential
information is passed on to third parties.
article 19 Samples, extracts, reports and models
19.1. If a sample, extract, report or model has been shown or made available to the
client, this will be presumed to have been made available merely as indication,
unless explicitly agreed upon that the result of the agreement will be in keeping
with such.
article 20 Non-transferal of employees
20.1. For the duration of the agreement, as well as up to one year after termination
thereof, the client will, in no manner whatsoever, employ or in any other way
engage the services, either directly or indirectly, of employees of user or of
companies engaged by user for the fulfilment of this agreement and who have
been or are concerned with the fulfilment of the agreement, except in the event
proper business negotiations have been held with user regarding this matter.
article 21 Disputes
21.1. Disputes shall only be submitted to the competent Court in the place of business
of user, unless the subdistrict court has jurisdiction. Nevertheless, user is entitled
to submit the dispute to the court which has jurisdiction according to the law.
21.2. Parties will only bring a matter to court after they have made every endeavour to
settle a dispute in mutual consultation.
article 22 Applicable law
22.1. The law of the UK shall apply to all agreements between user and the
client, also if the work is partially or wholly carried out in a foreign country.
article 23 Modifications and location of these terms and conditions
23. The last version filed or else the version applicable at the time of the conclusion
of the agreement is applicable at all times
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