Last Modified: 14 July 2022
In these terms and conditions (Terms), ‘we’, ‘us’ and ‘our’ stands for Tomasz Consulting GmbH, Adlerstrasse 34, 90403 Nuremberg, Germany the provider and owner of the GmbH-UG.com (website) and ‘you’ and ‘your’ means the person who uses a device to access the services through the website (website). These Terms regulate your access and use of the website and the services.
You must read and agree to these Terms, which are a legally binding contract between you and us, before you can use the website and access the services. By continuing, you confirm (i) that you are the age of majority in the place where you live and (ii) that you have read and agree to these Terms. These Terms take effect on that date that you agree on-screen. You cannot use the website or access the services unless you have read and agreed to these Terms.
Keep a copy of the Terms. You can print or save these Terms using the print or save function in your browser. We will email you a copy or provide a link to these Terms at the email address you provided when signing up for the services.
Under these Terms, the service means the features, functionality, content and information provided by us via the website and include any services that may be provided by us.
We are neither a law firm nor a tax advisor, and we do not provide any legal or tax advice or opinions through the website or as part of the services included our email and phone conversations. The services and the website, other communication channels and any information or content they contain, are provided solely for informational purposes. You are advised to seek legal, tax or other professional advice by contacting a lawyer, tax advisor, accountant or other relevant professional.
The costs for the services can be found in the service or product description on our website or in the email or in the offer we send you. The prices shown or otherwise communicated are always net. Applicable taxes in accordance with the German Value Added Tax Act apply in addition to all fees charged. If the service is used by a company based abroad with a valid VAT number, it is generally possible to request a VAT-free invoice.
The prices we communicate always refer to our costs for the ordered service. You will find the exact service list on the service description page or in the offer you received from us by e-mail.
If you order additional extra services, such as add-ons or cross-selling products, while using the service, the originally agreed price may increase with the additional services booked.
Our prices do not include the third-party costs. These are additionally charged by the authorities or external service providers and invoiced (e.g. Notary, Court, Registration office etc.).
You are personally liable for the timely payment of the costs. We are not liable for any unpaid costs incurred by third parties as a result of the service.
We may in certain cases estimate the third-party costs and notify you of these in advance on our website, by email or via telephone. Such notices are based on experience and are non-binding information only. The exact costs may differ. We are not liable for any deviations.
Depending on the service, data is passed on, for example, but not exclusively, to notaries, tax consultants, accounting offices, banks, authorities and other official bodies, translators, interpreters.
Termination by us. Without prior notice and for any reason, we can suspend or terminate your use of the website and access to the services, and/or terminate part or all of these Terms for the following reasons: (i) any actual or previously violation of these Terms, including without limitation your failure to pay any fees owing; (ii) the company structure includes countries we not accept (see current list with accepted countries here: https://gmbh-ug.com/accepted-countries); (iii) You do not meet our internal compliance and KYC requirements in terms of the Money Laundering Act or the legitimation has not worked; and (iv) any unlawful or inappropriate behavior, as determined by us, including without limitation unlawful or inappropriate use of the website and the services. We will not be responsible for any loss or inconvenience that may result from such suspension or termination.
Termination by you. To terminate your use of the website or access to the services and these Terms, you can contact us by email at info (at) gmbh - ug (point) com.
A statutory right of cancellation is excluded. According to German laws, founders are to be regarded as entrepreneurs already in the preparation of the entrepreneurship. Entrepreneurs do not have a statutory right of cancellation in Germany. As a precaution, you must indicate that you waive your right of withdrawal before you start using the service. This is necessary, because we start preparing and executing the service directly after your order and therefore incur costs and other expenses directly after the order has been placed. In the event of cancellation, costs already paid will therefore not be refunded.
A goodwill exception can take place as soon as both parties agree to it. One-time goodwill settlements do not constitute a change in this regulation and do not commit to a goodwill settlement at another time.
A third party may pay us, or we may receive from a third party, directly or indirectly, a referral fee when we refer you to the third party and you elect to purchase or obtain products or services from the third party.
When using the website and accessing the service, you must comply with all applicable laws and these Terms:
All content on the website and the information, videos, images, downloads, configurators and templates provided during the service remain our property. You may use them for own purpose, but you cannot otherwise exploit them, reproduce them or share them with others, whether for a fee or free of charge.
This restriction applies expressly in relation to our content, but not to the company itself. The company you create or purchase as a ready-made company will remain your property.
We are providing you with the website and the services on an "as is" and "as available" basis and we do not make any representations or provide any warranties concerning them.
Without limiting the foregoing, we expressly disclaim all warranties in connection with the website and in connection with the services, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
You are solely responsible for all information or content that you give us through the website and the services.
We are expressly not liable for any damage caused by third parties (even if we have recommended them), if the established company or purchased shelf company is not provided on time or does not obtain a license to work, does not receive a tax number or cannot open a business account or other business and economic risks.
There may be terms, conditions, instructions or disclaimers related to the services, displayed on the screens on the website. By using any of the services or any offers, you must access and agree that the terms, conditions, instructions or disclaimers apply to your use of or access to the applicable services.
Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is as close as possible to the economic effect of this Agreement without regard to such invalidity.
This contract is concluded in English language. In the event of a Court hearing, the German official language will apply.
These Terms are entered into and governed by the laws of Germany. You and we agree that the Nuremberg courts shall have exclusive jurisdiction over each of us for the determination of any matters arising out of these Terms.