General Terms and Conditions of GEN-IAL GmbH

(hereinafter referred to as GEN-IAL)

1        Prices

(1)     The prices are quoted unless another currency is used.

is agreed, in euros.

(2)     The prices valid on the day of confirmation of the offer shall apply. Prices plus the statutory value-added tax .

(3)     GEN-IAL reserves the right to change prices in the event of significant cost increases. In the event of an increase, the contractual partner shall be notified of this in writing no later than four weeks before it enters into force.  In this case, the contractual partner has the right to withdraw from the contract within eight days of receipt of the notification.

(4)     Our claims are payable 14 days after receipt of the invoice, without discount, unless otherwise agreed in writing.


2.        Scope of application

(1)     With the receipt of an offer, an order confirmation, but at the latest when placing an order or accepting a delivery or service, the customer acknowledges that these GTC apply to all current and future business relations. Counter-confirmations of the customer and references to his terms and conditions of business or purchase are hereby rejected.

(2)     Deviations from these terms and conditions are only effective if they are confirmed in writing.


3.      Offer and scope of service

(1)     The client is solely responsible for the faultless delivery of the samples sent for analysis. The samples must be in a condition that allows the preparation of expert opinions/analyses without further ado. Should tests carried out due to faulty sample material not lead to a result, GEN-IAL is entitled to invoice the client for the costs incurred.

(2)     GEN-IAL is entitled to reject samples and to terminate the concluded contract for good cause or to interrupt it for a reasonable period if the samples do not meet these requirements.

(3)     The documents belonging to the offer, such as illustrations, drawings and quantities, are only approximate unless they are expressly designated as binding. We reserve copyrights to cost estimates, illustrations and other documents. Forwarding to third parties requires the express written consent of GEN-IAL.

(4)     Offers by GEN-IAL are subject to change and non-binding. Amendments, modifications and ancillary agreements must also be made in writing in order to be legally effective..

(5)     If the client sends samples, he is obliged to inform GEN-IAL in writing about additives upon request. If the order cannot be carried out by GEN-IAL due to additives that have not been notified or if it is delayed as a result, GEN-IAL will invoice the client for the costs. The customer has the right to withdraw from the contract and any costs incurred up to that point are to be compensated by the customer.

(6)     The written order confirmation is decisive for the scope of the service. The dates and deadlines stated by us are not binding. We strive to comply with them.

If GEN-IAL is in default with a service, or if our service obligation becomes impossible, whether permanent or temporary, the customer shall be entitled to withdraw from the contract with regard to the service with which we are in default or for which impossibilities have occurred, after having unsuccessfully granted us a reasonable grace period, which must be at least one month in the event that we are not responsible for exceeding the delivery date or temporary impossibilities. There are no other claims of the customer due to missed deadlines, other delays or impossibilities, regardles of whether we are responsible for these or not. Subsidiary agreements and changes require written confirmation by GEN-IAL.

(2)     In special situations GEN-IAL reserves the right to subcontract tests and parts of tests.


4         Warranty for expert opinions and analyses

(1)     We process the orders in accordance with the current state of the art in science and technology or the standard expressly applied to the respective orders. No liability can be accepted for success. This shall also apply to the subcontractor where subcontracts have been awarded.

(2)     Objections to the inspection result are permissible within a period of one month, calculated from receipt by the contractor. If a client raises objections against our test result, the result is checked. We are also entitled to have the test carried out by third parties. If the objected result is confirmed, the client shall bear the costs of the repeat test. Otherwise, the test result shall be corrected free of charge. The repeat test can only be carried out if the condition of the sample or the material to be sampled makes such a check possible.

(3)     GEN-IAL is only liable for demonstrably caused damages within the scope of intent and gross negligence. The liability is limited to the foreseeable typical contractual damage caused by acts or omissions in connection with the fulfilment of the order. The client is obliged to indemnify GEN-IAL against any claims for compensation by third parties in the event of unrestricted or restricted further use of expert opinions, test certificates or reports. The customer's claims for improper performance of the order and claims for damages shall become statute-barred after six months.

(4)     Claims for damages due to impossibility of performance, positive violation of claims, culpa in contrahendo and tort are excluded against GEN-IAL as well as against all our agents or vicarious agents, unless intentional or grossly negligent action is involved.

(5)     Consultations on trends, developments, market analyses concerning genetic engineering in food as well as explanations of the scientific background are given to the best of our knowledge, however without obligation and excluding any liability.

(6)     We accept no liability for incorrect analysis results due to improperly packaged or incorrectly selected sample material on the part of our customers and do not perform replacement analyses.


5      Liability

(1)     Any further liability for damages than provided for in Section 4 is excluded - irrespective of the legal nature of the asserted claim.

(2)     The provision does not apply to claims under the Product Liability Act or claims based on the absence of warranted characteristics, insofar as the warranted characteristic was intended to protect the purchaser against the damage that has occurred.


6         Deliveries

(1)     Complaints of obvious defects or transport damages are to be notified immediately or at the latest four days after receipt of the goods. GEN-IAL is not responsible for delays in delivery and performance due to force majeure and events that make delivery impossible for GEN-IAL (e.g. strikes, official orders, delivery difficulties by suppliers). If the hindrance lasts longer than 3 weeks, the client has the right to withdraw from the contract.

(2)     The buyer is obliged to observe the public law regulations, in particular patent claims of third parties, which are connected with the delivery.

(3)     The goods delivered by us may only be used for our own requirements.


7         Retention of title

(1)     All goods delivered by us remain our property until full payment of the purchase price including all ancillary costs. For the duration of the retention of title, the buyer is not entitled to pledge the delivered goods or to assign them as security.

(2)     In the event of default in payment, we shall be entitled to demand the return of the delivered goods on the basis of the retention of title and to dispose of them in another way. After payment has been made, the buyer will be supplied with an appropriate new delivery period.


8         Dataprotection

We use electronic data processing and store the business data of our customers for this purpose within the framework of the European General Data Protection Regulation (GDPR) (EU) 2016/679. This mainly concerns company-specific data, such as addresses, telephone numbers, contact persons, tax numbers, article- or order-specific data as well as data about our business process (offers, test results, delivery notes, invoices, etc.). These data are only used and stored in our company for the purpose of handling our business relationship. The data will neither be used for other purposes nor made available to others for other purposes. The data are protected from external and unauthorized access.  


9         Confidentialy commitment

(1)       The client is obliged to maintain secrecy about all services provided by GEN-IAL and their results.

(2)       Accordingly, GEN-IAL undertakes to maintain silence about orders placed and their results.

(3)       We reserve ownership rights and copyrights to illustrations, drawings, calculations and other documents. They may only be made accessible to third parties with our prior written consent. In the case of expert opinions prepared in accordance with the order, including parts thereof, the client must obtain the written consent of the contractor before passing them on to third parties or alterations to the text.


10      Place of Performance and Jurisdiction

The place of performance for both parties is Troisdorf. The place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is Troisdorf for both parties, also for actions in bill of exchange or cheque proceedings; we can also sue the contractual partner at any other place of jurisdiction justified for him. The contractual relationship between GEN-IAL and the client shall be governed by German law.


11      Final provisions

(1)     In any case, only German law applies to the exclusion of foreign law.

(2)     Should these contractual conditions pre-formulated by us be partially invalid or incomplete, this shall not affect the validity of the remaining provisions..


Valid since 01. June  2018