GBC

                   General Business Conditions

1. We, as marketing- and sales consulting company, never sell and never buy any kinds of products and / or commodities.

2. We do not make warranties for offers which are not written on our company paper, signed & sealed - they are for us free, non-binding, conditional and subject to change. Their content and validity are fixed by the issuer on his own responsibility and liability.
Our offers - even if written on our company paper - are always in the name, order, for and behalf of the seller and his own responsibility. The seller has to present us a complete and detailed FCO on his company paper with letterhead, signed and sealed, otherwise we do not take it into consideration. The validity of offers is always 8 calendaristic days.

3. Our offers being free, we reserve the right to submit each offer simultaneously and at the same time to different actual, already existing and new potential clients. First came, first served.  

4. After the signing of the draft contract / SPA between seller and buyer, our consulting job ends automatically and so any future warranty from our side is excluded, the involved parties having to agree mutually from this moment about upcoming matters. Except if one of the involved parties has signed with our company a separate project related consulting contract in which all duties and obligations for both sides are mentioned.

5. Principally we do not work with intermediaries, agents, broker, exception being just big projects and only after we have done the due diligence of the previously mentioned parties. If during an ongoing project we find out, that intermediaries are involved, without that we have been informed in advance about, we reserve the right to retire from this project and/or stop the deal immediately. For the already invested time, we charge the respective intermediary and his group with a penalty fee of US$ 250 per hour; each commenced hour is calculated as a full hour.

6. We never pay commissions and we are not responsible for the commissions of any party involved in a deal. The involved parties have to take care by themselves for their commissions. If we accept to work with intermediaries and only if the deal will be successfully finalized, the total comission for them would be between 1 and 3% of the value of the deal.

7. We make sellers and buyers who do not fulfill signed contracts fully responsible for our financial losses. We charge them with 50% of the total amount of the profit which we would have got during the whole contract period if the deal would have been successfully completed, say: the contract completely fulfilled.

8. A company which offers products, the real, physical existence of which she can not prove and document and a company which asks for goods which she cannot pay because she does not have the financial capability will be prosecuted of attempted fraud.

9. Any attempt of disclosure and circumvention will be legally prosecuted. The respective party will be sued for compensation. The amount is fixed in point 17 of the present GBC

10. We accept offers and/or inquiries only from direct sellers / buyers written on their official company paper with letterhead, signed and sealed. They have to include the complete set of company documents for due diligence, which are mentioned at point 22 of the present GBC, otherwise they will not be taken into consideration and cosidered void.

11. Every inquiry / offer has to include the following: name of the product/commodity - quality - detailed product specifications - country of origin - quantity - contract duration - kind of delivery - loading port - packing - payment - price - insurance - validity - procedures.

12. It is not accepted that sellers ask for an ICPO with BG, BCL, SBLC, soft probe, and for any kind of pre-payement / deposit / payment in advance. BG, BCL, SBLC would be used only if buyers propose these payment methods by themselves voluntarily.
From buyers, a transferable, divisible LC is not accepted.
As to point no. 5 of our GBC, we never sign a NCNDA / IMFPA.

13. Place of jurisdiction is the city where the headquarters of our company are. It applies exclusively German Law (HGB, BGB, StGB etc.). For any kind of arising disputes, the Rules of Conciliation and Arbitration of the ICC Paris and its jurisdiction could be eventually taken into consideration.

14. We always reserve the right to accept or refuse an inquiry / offer, and we do not work with companies which do not accept our GBC and the proven general international business- and trading procedures.

15. When signing the draft contract, the buyer has to present us from his bank a proof of availability of funds.
The seller has to present, a guarantee of quality, quantity, price and delivery. If not, we will stop and block the deal immediately and charge the respective party with a fee of US$ 250 per hour for all the time which we invested in this project.
The same amount of US$ 250 per hour will be charged to any involved party, if one of the contracting parties has made promises for concluding the deal (by phone or via email - e.g. already issued an LOI/FCO), but finally does not fulfill the made promises and/or written or verbal agreements while the other party has already relied on it, having already proceeded to work on the deal.

16. Only we decide about the time, place and number of hours when working on a project.

17. If the seller, is not able and/or willing to perform a signed contract with one of our clients as direct buyers, we make him fully responsible for our lost profit and charge him with a penalty of 50% of the profit which we would have gained, if the contracted would have been fulfilled.
The same applies to the buyer. If the buyer does not keep his contractual agreement with our seller, we charge him with 50% of the profit which we would have got if the contract would have been fulfilled by him.

18. We can and will not take any definitive binding guarantee for the reliabilty of our clients - neither for our sellers, nor for our buyers. We act always in good knowledge and belief as to the codex of ethics and morality in business.

19. We will take all necessary measures to eliminate from the market all those fraudulent companies who ask for payment of goods after their own quality & quantity control in the unloading port without giving in advance any kind of guarantee of payment (e.g. BG), as well as the companies who violate point 9 of the GBC regarding circumvention.
The same applies for sellers who ask for pre-payment / deposit without giving the buyer any kind of guarantee, such as a Bank Guarantee or similar.

20. With all sellers, our „Working Agreement“, an IMFPA and a guarantee of delivery will be separately signed from case to case, from client to client, from product to product.

21. After the receipt of the non-operative LC, each seller has to issue an irrevocable pay order by his bank in our favor. If not, our clients (buyers) will retire the already issued non-operative LC; the seller will have to wear all the costs and expenses for our clients´ losses. We will charge him with a penalty fee as mentioned in point 16 of these GBC.

22. Sellers and buyers have to present the requested documents for due diligence, otherways their inquiries and offers will not be taken into consideration. These documents are: a. Company / Business Licence - b. Bank Account Licence - c. Foreign Trade Registration / Export Licence - d. Copy of Tax Registration - e. ISO Certificates (if producer / manufacturer) - f. Copy of the ID-card of the company owner / general manager

23. These GBC are firm, irrevocable and non-negociable, being part of any project / deal / contract / offer / inquiry.