General Terms and Conditions

These General Terms and Conditions (hereinafter "GTC") apply to all contracts, services and development work in the field of CAD design, prototyping and Design for Manufacturing (DFM) between Anton Steenken / Engineer Your Idea (hereinafter "Contractor") and the Client.

The services are offered exclusively to entrepreneurs within the meaning of Section 14 BGB (German Civil Code), legal entities under public law or special funds under public law (B2B).

Deviating, conflicting or supplementary terms and conditions of the Client shall only become part of the contract if the Contractor has expressly agreed to their validity in writing.

The subject of the contract is the provision of R&D services (mechanical development, CAD design, prototyping consulting) within the framework of a monthly retainer ("Hardware R&D Retainer").

The collaboration takes place in an agile manner through weekly iterations (sprints). The Contractor performs its services to the best of its knowledge and in accordance with generally accepted engineering standards.

Since these are iterative R&D processes, the services are provided primarily as a service contract (Section 611 BGB). A specific economic or technical success, in particular the final market readiness or certifiability of a product, is not owed.

The Contractor coordinates the manufacturing of prototypes through its network as needed. The pure manufacturing and material costs for physical parts (3D printing, CNC, injection molding) by third parties are not included in the monthly retainer and are invoiced separately or commissioned directly by the Client.

The retainer contract is concluded for an indefinite period.

An initial minimum term of three (3) months (one quarter) applies to ensure sound development cycles.

After the expiration of the minimum term, the contract may be terminated by either party with 14 days' notice to the end of a calendar month, in writing (email is sufficient).

Remuneration is in the form of a monthly flat fee (retainer) in the amount of EUR 5,000.00 plus statutory VAT.

The retainer is invoiced monthly in advance and is due within 10 days of invoicing without deduction.

Costs for external manufacturing services, material procurement or licenses required for prototyping are billed separately after prior approval by the Client.

The Client is obligated to provide the Contractor with all information, specifications and approvals necessary for the development in a timely manner.

The development process includes regular milestones (e.g. upon completion of a sprint or CAD iteration). The Client reviews the presented interim results promptly.

Upon written approval (email is sufficient) of a milestone, the Client confirms the conceptual and technical direction. Subsequent change requests to already approved milestones are treated as new requirements and are prioritized within the ongoing sprints.

The Contractor shall be liable without limitation for intent and gross negligence, as well as for damages arising from injury to life, body or health.

In cases of slight negligence, the Contractor shall only be liable for the breach of material contractual obligations (cardinal obligations), the fulfillment of which makes the proper performance of the contract possible in the first place. In such cases, liability is limited to the foreseeable, contract-typical damage.

Exclusion of product liability: The Contractor acts exclusively as an external development service provider. The final legal responsibility for the product, its marketability, safety (e.g. CE marking, RoHS, REACH) and compliance with statutory standards lies entirely with the Client. The Client shall indemnify the Contractor against all third-party claims (in particular under the Product Liability Act) resulting from the use, marketing or manufacturing of the developed products.

The Contractor does not warrant defect-free manufacturing by third parties (manufacturer network), but is only liable for the contract-compliant creation of the design data (e.g. DFM validity at the time of handover).

Data loss: The Contractor shall only be liable for data loss in cases of intent and gross negligence. The Client is responsible for regularly backing up its own data as well as interim results and design data delivered by the Contractor.

Third-party intellectual property (Freedom to Operate): The examination of whether the developed products, designs, CAD models or concepts infringe existing patents, utility models or other industrial property rights of third parties lies entirely with the Client. The Contractor assumes no liability or warranty in this regard.

All ownership, copyright and other industrial property rights (in particular to designs, construction data, CAD models and drawings) remain with the Contractor.

Upon full payment of the due monthly retainer fee, the Contractor transfers to the Client the exclusive, temporally and spatially unlimited right to use the created development data for the contractually intended purpose.

The Contractor reserves the right to use general technical know-how, methods and DFM principles acquired during the work for other projects, provided that no trade secrets of the Client are violated.

The Contractor is entitled to name the Client as a reference on its website (including logo) after successful project completion (or upon reaching significant milestones), unless confidentiality (NDA) prevents this.

Both parties undertake to treat all confidential information, trade secrets and technical data obtained in the course of the collaboration as strictly confidential and not to disclose them to unauthorized third parties.

This obligation also applies beyond the termination of the contract. Separate non-disclosure agreements (NDA) take precedence over these GTC.

The law of the Federal Republic of Germany shall apply, excluding the UN Convention on Contracts for the International Sale of Goods.

The exclusive place of jurisdiction for all disputes arising from or in connection with this contract is Hamburg, provided that the Client is a merchant, a legal entity under public law or a special fund under public law.

Should individual provisions of these GTC be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The invalid or unenforceable provision shall be replaced by the respective statutory provisions.