1.1 The following rules constitute our standard terms and conditions for the sales of goods (“ST&C”). The ST&C apply to all business relations between Kalle GmbH, Kalle Casings GmbH & Co. KG, Kalle Management GmbH and Oskutex GmbH, (“Kalle” or “we” or “us”) as seller and their respective customer (“Purchaser”).
1.2. The ST&C shall only apply vis-à-vis entrepreneurs (Section 14 BGB – German Civil Code), governmental entities, or special governmental estates within the meaning of Section 310 para 1 BGB - German Civil Code.
1.3 The ST&C apply in particular to contracts for the sale and delivery of movable goods (“Goods”) irrespective of whether we have manufactured the Goods wholly or partially ourselves or bought the Goods from suppliers or producers.
1.4 These ST&C shall apply exclusively. Differing, conflicting or supplemental terms of the Purchaser shall only apply if and to the extent we have expressly agreed upon in writing. This requirement shall apply in any event, even, for example, if we have supplied goods without reservation whilst being aware of alternative general terms of the Purchaser. Non-assignment clauses or restrictions on transferability included in the Purchaser’s general terms shall be deemed rejected by us.
1.5 Individual agreements reached with the Purchaser in particular cases (including side letters, additions and amendments) shall take, in all events, priority over these ST&C.
1.6 All legally relevant declarations and notifications by the Purchaser in relation to the contract (e.g. setting a deadline, notice of defect, rescission or reduction of price) shall be made in writing, i.e. in a written or text form (e.g. letter, email, telefax). Statutory form requirements remain unaffected.
1.7 Any references to the application of statutory provisions are for the purposes of clarification only. Therefore, the statutory regulations shall also apply without such clarification insofar as they are not directly changed or are explicitly excluded by these ST&C.
2. Contract Formation
2.1 Our offers are subject to change and non-binding unless they are expressly designated to be binding or include a deadline for acceptance. This shall also apply if we have supplied the Purchaser with catalogues, technical documentation (such as drawings, plans, calculations, references to din standards) product specifications or other documentation, including in electronic form.
2.2 References to technical data, pictures of goods in offers, brochures and other information documents, product specifications and product properties provided by us do not constitute a guarantee and shall not establish any no-fault liability.
2.3 We shall retain our title, copyrights and other property rights in all our specimen, samples, drawings, plans, descriptions, models, calculations as well as in all other technical documentation provided in the context of a contract formation.
2.4 The order for the Goods placed by the Purchaser shall be deemed a binding offer. Unless otherwise stated in the order, we shall be entitled to accept this offer within 14 days of receipt thereof.
2.5 We can accept either in a written form (e.g. by way of an order confirmation) or by delivering the ordered goods to the Purchaser.
3. Amendments and Withdrawal
3.1 We reserve the right to change the agreed upon Goods, if and to the extent such change
3.1.1 is necessary to fulfil regulatory requirements and/or for the reason of consumer protection, or
3.1.2 is appropriate for the rationalization of the production process,
provided that this does not negatively and significantly interfere with the contractual interests of the customer, in particular agreed upon specifications and/or packing requirements shall not be altered significantly and unfavorably to the Purchaser.
3.2 If we accept the Purchaser’s withdrawal from the contract without Kalle being responsible for the reason to withdraw, then the Purchaser shall reimburse all costs and expenses due to the purchase order including appropriate amounts for loss of profit and general overhead costs. Any savings (or savings maliciously neglected by us) due to the withdrawal shall be deducted.
4. Delivery Time and Delay in Delivery
4.1 The delivery time shall be agreed upon individually or stated by us upon acceptance of the order. Where this is not the case, delivery shall be made within an appropriate period of time after the request of delivery has been received.
4.2 Insofar as we cannot comply with binding delivery deadlines for reasons for which we are not responsible (non-availability of Goods or services), we will inform the Purchaser without undue delay thereof and, at the same time, if possible, provide him with an estimated new delivery time. If performance remains unavailable within the new delivery period, we are entitled to withdraw from the contract in whole or in part. In this case, we shall refund, without undue delay, any payments already made by the Purchaser. The unavailability of Goods or services in this sense particularly includes
4.2.1 our suppliers failing to deliver in good time if we have entered into a congruent hedging transaction,
4.2.2. if such non-availability cannot be based on our default or on our supplier’s default (e.g. in the event of force majeure like mobilization, war, insurrection, strike, lock-out, embargoes, seizures, shortage of raw materials, or other unforeseeable hindrances that may not be overcome using reasonable means), or
4.2.3 if we are not under the obligation of procurement, e.g. by express or implied exclusion of the procurement risk (of, e.g. raw materials) or by an agreement on specified goods.
4.3 The occurrence of a delay in delivery shall be determined in accordance with statutory legal provisions. In each case, however, a reminder letter from the Purchaser is required.
4.4 The Purchaser’s rights under Clause 11 of these ST&C as well as our statutory rights, in particular concerning the exclusion of performance obligations (e.g. by impossibility or unreasonableness of performance or rectification), remain unaffected.
5. Delivery, Transfer of Risk, Acceptance, Delay in Acceptance
5.1 Deliveries shall be made ex warehouses (Ex Works according to the Incoterms 2020), unless otherwise explicitly agreed.
5.2 The ordered Goods shall be made available in our warehouses packed properly according to the type of product and shipping, or, if agreed upon, shall be dispatched. If Purchaser requests packaging or shipment in excess thereof, Purchaser shall bear the additional costs related thereto as well as the risks for the Goods and/or delays generated thereby.
5.3 Our warehouses are also the place of performance and any subsequent performance. At the request and expense of the Purchaser the Goods may be shipped to another place of destination (sale and shipment contract). Unless otherwise agreed, we are entitled to decide the manner of shipping, in particular the carrier, routing and packaging).
5.4 Only at the Purchaser's express request and at the Purchaser’s expense shall we insure the Goods against theft, breakage, transport, fire or water damages or other insurable risks.
5.5 Save as otherwise agreed upon, the risk of accidental destruction or accidental deterioration of the Goods shall be borne as follows:
5.5.1 The risk of accidental destruction or accidental deterioration of the Goods shall transfer to the Purchaser upon handing over at the latest.
5.5.2 In case of an sale and shipment order the risk of accidental destruction and accidental deterioration of the Goods and the risks of delays shall already pass on to the Purchaser upon delivery of the Goods to the transport company, the carrier or other persons or institutions designated to carry out the dispatch, This applies in particular if the shipment has been agreed to be carriage paid or FCA (Free Carrier) or CIF (Cost, Insurance and Fright) according to Incoterms 2010.
5.5.3 If an acceptance procedure has been agreed, then the transfer of risks shall be upon acceptance. The statutory regulations of a works contract shall also apply in other respects to the agreed acceptance procedure. If the Purchaser is in default of acceptance, this is equivalent to delivery or acceptance.
5.5.4 The Purchaser also bears the risks in respect of return shipments unless the return is the result of defective Goods.
5.6 If the Purchaser is in default of acceptance, if he fails to provide an act of assistance, or if our delivery is delayed for some other reasons caused by the Purchaser, we shall be entitled to compensation for damages resulting therefrom including additional expenses (e.g. storage costs). For this we shall charge liquidated damages in the amount of 0.5% of the contract price per calendar week starting with the delivery time or – failing that – with the notification of the readiness to dispatch.
The proof of higher damages and our statutory claims, in particular reimbursement of additional expenses, reasonable compensation, termination, remain unaffected; the liquidated damages are however to be offset against further monetary claims. The Purchaser retains the right to prove that we did not suffer any damages at all or only substantially less damages than the aforementioned liquidated damages.
5.7 If partial deliveries have not already been agreed upon, we are also entitled to partial deliveries if and to the extent such deliveries are reasonable, taking into account the legitimate interests of the Purchaser, or we appropriately compensate for any unreasonable disadvantage due to the partial delivery.
5.8 Transport containers which have been provided by us to Purchaser on a loan basis have to be returned within 14 days after receipt unless otherwise agreed.
In the event the Purchaser does not return the transport container in time, we are entitled to request the return within an appropriate specified time. If the containers are not returned within the specified time limit, we are entitled to claim the replacement costs from the Purchaser and indemnification from third party’s claims due to the failed return.
If the transport containers are not returned in a proper condition, the Purchaser shall bear the costs incurred by us for disposal and new procurement and other costs and/or damages due to the return not in accordance with the contractual terms.
If reusable transport containers or other packaging (e.g. E2 pallets, HP1 pallets, CHEM plastic containers, Smart Light Pacs) provided by the carrier, the transport company or other engaged third parties have been handed over to the Purchaser, and no return to the carrier, transport company or other third parties is carried out, then the Purchaser shall indemnify us from any and all claims by the carrier, transport company or other third party due to the failed return. This also applies where the containers and/or packaging are returned damaged.
6.1 Unless not otherwise agreed in an individual case, our actual prices for Ex Works in effect at the time of conclusion of the contract (acceptance of an order) shall apply plus statutory value added tax.
6.2 The prices are only valid for the agreed scope of deliveries and services. Additional and special services, if requested, shall be charged in addition.
6.3 The price calculation for casings shall be per meter or quantities, for sponge cloths per m2 or quantities.
6.4 We reserve the right to increase or reduce prices to reflect changed labour costs due to collective wage agreements and/or changes in the prices for materials (including costs for energy) at our reasonable discretion (Section 315 BGB – German Civil Code) for contracts with an agreed delivery time exceeding four (4) months.
6.5 Insofar as not otherwise agreed, the Purchaser shall bear the transport costs ex warehouse and for insurance, if requested, for a sale and shipment contract (Sub-Clause 5.3. sentence 2 ST&C).
6.6 In the event we bear the transport costs according to the contract, the Purchaser shall reimburse us for
6.6.1. additional transport costs due to increased costs after the conclusion of the contract (confirmation of an order),
6.6.2. additional transport costs, caused by obstructions or transport delays for which Kalle is not responsible.
6.7 Unless otherwise agreed, any customs, charges, taxes and other public duties shall be borne by the Purchaser.
7. Maturity, Terms of Payment, Redemption
7.1 Our invoices are due for payment within the agreed payment term. Payment shall be made to one of our business accounts. Unless other agreed, payment must be made in the currency stated in the invoice.
7.2 If no specific payment term or maturity has been agreed, the price shall be due within 20 days starting from the date of receipt of the invoice and dispatch of the Goods or (if agreed) acceptance of the Goods. However, we shall be entitled any time, also within the context of an ongoing business relationship, to implement deliveries only with prepayment. We shall declare a respective reservation at the latest with the order confirmation.
7.3 The Purchaser shall not receive any interests on prepayments or discount payments. Bills of exchange and cheques are only accepted as payments on account and under the usual reservation common in commercial trade.
7.4 If there are several outstanding claims against the Purchaser, including claims based on other obligations, and a payment by the Purchaser is insufficient to settle all claims, payments shall be credited in the order set forth under Section 366 Abs. 2 and Section 367 Abs. 1 BGB - German Civil Code, Any deviating redemption clause or redemption declaration by the Purchaser will be ineffective.
7.5 In the event of detoriation of the economic conditions of the Purchaser, cessation of his payments, over-indebtedness, an application for or the opening of insolvency procedures against his assets, protested bills of exchange or returned cheques of the Purchaser, all non-settled invoices, even if they have not yet fallen due or have been extended, shall become due for immediate payment. In these cases we shall be entitled to request prepayment or security or, if Purchasers definitively denies performance of the contract or to provide security, to withdraw from the contract.
8. Delay, Offset, Retainer
8.1 Purchaser shall be in default, if he does not pay at due date according to Clause 7 ST&C. The purchase price shall bear interest at the applicable statutory interest rate during the period of default. We reserve the right to claim further delay damages. Our claim to commercial maturity interests (Section 353 HGB - German Commercial Code) against merchants remains unaffected.
8.2 If the Purchaser is in delay with payment, we shall not be under the duty to execute further deliveries during the time of delay.
8.3 The Purchaser shall be entitled to offset or to claim retainer only insofar as his counterclaim is legally bindingly confirmed, acknowledged or undisputed. In the event of defects of the delivered Goods, the counter rights of the Purchaser, in particular according to Sub-Clause 10.6 sentence 2 ST&C, remain unaffected.
8.4 If the Purchaser is in default of his payment obligations towards us, then all non-settled claims shall become due for immediate payment.
8.5 If there are indications after conclusion of the contract (e.g. by an application for the opening of insolvency proceedings) that our claim is at risk through insufficient ability of the Purchaser to pay, then, according to the statutory regulations, we are entitled to refuse delivery and - if applicable after setting a deadline - to withdraw from the contract (Section 321 BGB – German Civil Code). In the case of contracts for the manufacture of specific items (making to specification) we can withdraw immediately; this shall not affect the legal provisions concerning the dispensability of fixing a time limit.
9. Retention of Title
9.1 We retain title to all Goods delivered by us until the full payment of all our present and future claims from the purchase agreement and a current business relation with us (secured claims).
9.2 Our retention of title extends to any new products that are created when the Goods subject to title retention (Secured Goods) are processed. The processing shall be made for us as manufacturer but we shall not be subjected to any obligations therefrom. If the Secured Goods are processed, linked to or co-mingled with other goods not belonging to us, then we will acquire a pro rata co-ownership interest equal to the ratio of the invoiced value of our Secured Goods to the invoice value of the other materials. Kalle and Purchaser agree that in the event the Purchaser becomes sole proprietor of the new products, The Purchaser shall grant us co-ownership of the new product relative to the value of the Secured Goods processed, linked to or co-mingled and keep, and keep it in custody for us without charge.
9.3 As long as the Purchaser is prepared and in a position to duly discharge the obligations he owes to us, he may dispose of the goods, in which we hold an ownership or co-ownership interest, in the ordinary course of business. The following specific rules shall apply:
9.3.1 If the Purchaser does not require immediate payment of the purchase price from his own customers, then he must retain the ownership in the modified goods. Unless he has retained such title, the Purchaser will not be authorized to dispose of the Secured Goods.
9.3.2 The Purchaser hereby assigns to us all claims arising from the sale of the Secured Goods, including all cheques and notes, for purposes of securing our claims arising from the business relationship. In the event that we hold a co-ownership interest in the goods that are sold, the assignment will be limited to that portion of the claim, which represents our co-ownership interest. If the Secured Good is modified in connection with a work product agreement, then a claim, which represents the consideration for the work product in an amount equal to the pro rata amount of such consideration for the processed Secured Goods, is hereby assigned to us. The Purchaser is entitled to resell or otherwise use the Secured Goods only if he is certain that the claims arising therefrom will pass to us.
9.3.3 If the assigned claim is incorporated into a current account, then the Purchaser hereby agrees to assign to us a portion of the balance (including the corresponding portion of the closing balance) from the current account in an amount equal to such claim. If interim balances are netted and the parties agree to carry forward the resulting balance, then the claim from the interim balance to which we are entitled based on the foregoing provision, will be deemed assigned to us.
9.3.4 The Purchaser is authorized to collect the claims assigned to us, until we have revoked such authority.
9.4 As long as we have retained ownership, the Purchaser shall treat and hold the Secured Goods in a safe and careful manner to the extent he exercises dominion over them.
9.5 During the period in which title is retained, the Purchaser may neither pledge nor create a security interest in the Secured Goods. An action taken against the Secured Goods by third parties – such as pursuant to an attachment or governmental seizure – as well as any damage to or destruction of the Secured Goods must be promptly notified to us in writing or via fax. The Purchaser shall be responsible for all costs required to stop the action taken against the Secured Goods or to replace the Secured Goods, provided they cannot be confiscated by third parties.
9.6 If the Purchaser breaches the duty to treat the Secured Goods with care and any other duties of care and if there is a default in the payment of the secured claims, then we will be entitled to repossess the Secured Goods. The repossession will constitute a rescission of the agreement only if we indicate such in writing. Following repossession, we may sell the Secured Goods, whereby the proceeds from the sale will be set off against the Purchaser's debts (less any reasonable costs of realization). The same rule shall apply in all cases involving the Purchaser's breach of contract.
9.7 If the realizable value of the collateral exceeds the secured claims by more than 10%, then upon the Purchaser's request, we will release the excess collateral in accordance with his instructions.
9.8 If the retention of title is not valid under the laws of the Purchaser's country, either in whole or in part, then our aforementioned rights will be limited in scope to that permitted by law.
10. Purchaser’s Warranty Claims
10.1 Save as otherwise provided below, the Purchaser's rights in the event of defects of quality and legal imperfections in title (including wrong and short shipments) shall be governed by the provisions of law. The special legal provisions in the case of ultimate delivery of the unprocessed goods to a consumer shall be unaffected in all cases even if he has processed the Goods. The Purchaser's claims arising out of the recourse against suppliers (supplier recourse according to Section 478 BGB - German Civil Code) shall be excluded, if the defective Goods have been processed by the Purchaser or another entrepreneur.
10.2 The basis of our liability for defects shall be the agreement made concerning the quality of the Goods.
10.3 To the extent the quality has not been agreed, the provisions of law must be applied to assess whether there is a defect or not (Section 434 para 1 sentence 2 and 3 BGB - German Civil Code). We shall not be held liable, however, for any public statements by the manufacturer or other third parties (e.g. advertising messages) unless the Purchaser has notified us on the statement being decisive for the purchase.
10.4 The warranty claims of the Purchaser require that he has observed his statutory obligations to examine the Goods and to give notice of defects (Sections 377, 381 HGB - German Commercial Code). In respect of Goods purchased for further processing or installation the Purchaser shall examine such Goods promptly prior to any processing or installation. If a defect becomes apparent upon delivery or at any later point in time, then this shall be reported to us immediately in writing. In any event, apparent defects must be reported in writing within ten working days after receipt of the respective goods at the latest, and defects not detected during examination shall be reported within the same period after detection. Where the Purchaser fails to examine the Goods properly and/or fails to give any notification of defect, we will not be liable for any defects not notified properly, or not notified in a timely manner, in accordance with statutory law, except where the defect was fraudulently concealed by us.
10.5 If the goods delivered are defective, we may, at our election, provide subsequent performance by either replacing the defective Goods by faultless Goods (substitute delivery) or by rectifying the defective Goods (rectification). Our right to refuse subsequent performance under the statutory requirements remains unaffected.
10.6 We are entitled to make the owed subsequent performance dependent on the fact that the Purchaser pays the purchase price due. However, the Purchaser is entitled to retain a part of the purchase price adequately reflecting the defect.
10.7 The Customer shall allow us the necessary time and opportunity for the owed subsequent performance and shall, in particular, hand over the objected Goods for inspection. In the event of substitute delivery Purchaser must return the defective Goods to us according to statutory law. Subsequent performance does neither include the removal of the defective Good nor the reinstallation, if the installation was not originally a contractual obligation.
10.8 The expenses necessary in connection with examination and subsequent performance, in particular as regards transport, travel, labor and materials, shall be refunded by us, provided a defect actually exists. Otherwise we can demand from the Purchaser to refund costs incurred (in particular for inspection and transport) due to an unjustified warranty claim, unless the Purchaser was unable to detect that the Goods were not defective.
10.9 Purchaser is entitled in urgent cases, e.g. to prevent disproportionate damage, to remedy the defect himself and demand reimbursement by us of the objectively necessary expenses incurred. We shall be informed about the self-remedying as soon as possible, if possible, prior to the remedying. The right to self-remedy defects shall not exist if we would be entitled to refuse the relevant remedial work in accordance with the statutory law.
10.10 If the subsequent performance has failed or a reasonable deadline which is to be set by the Purchaser for the subsequent performance has expired unsuccessfully or it is dispensable according to the statutory regulations the Purchaser can cancel the purchase contract or reduce the purchase price. However, no right to cancellation exists with an insignificant defect.
10.11 The Purchaser's claims for damages or compensation for fruitless expenses exist only in accordance with Clause 11 ST&C and are otherwise excluded.
11. Further Liabilities
11.1 Insofar as not otherwise derived from these ST&C including the following provisions, we shall be liable according to the relevant statutory regulations in case of a breach of contractual and non-contractual duties.
11.2 We shall be liable for damages - irrespective of the legal ground - in the case of intent and gross negligence, Subject to statutory limitation of liability (e.g. standard of care in one’s own affairs, immaterial breach of duty) in cases of simple negligence we shall only be liable
11.2.1 for damages arising from wrongful death, personal injury or health impairment,
11.2.2 for the infringement of material contractual obligations (obligation the proper fulfillment of which constitutes a condition sine qua non and on the fulfillment of which the customer regularly relies and may rely) in which case our liability is limited to the extent of typical and anticipated damage.
11.3 The liability limitations set forth under Sub-Clause 11.2 ST&C shall apply as well to a breach of duty committed by or to the benefit of persons, for whose faults we are responsible pursuant statutory law. They do not apply to the extent except where a defect was fraudulently concealed by us or where we have given a guarantee for the quality of the Goods and for claims based on the German Product Liability Law (Produkthaftungsgesetz).
11.4 In the event of a breach of duty that is not attributable to a defect, the Purchaser can only withdraw or terminate if we acted negligently or willfully when breaching the duty. Purchaser is not entitled to terminate without cause (in particular according to Sections 651, 649 BGB – German Civil Code). Otherwise, the statutory requirements and legal consequences shall apply.
12.1 Deviating from Section 438 para 1 no 3 BGB – German Civil Code the general period of limitation for claims arising out of defective goods and defective title against is one year starting upon delivery. As far as acceptance is agreed upon the limitation period begins with acceptance.
12.2 The above limitation period also applies to contractual and non-contractual damages claims by the Purchaser based on a defect of the Goods, unless application of the normal statutory limitation period (Sections 195, 199 BGB – German Civil Code) would, in the individual case, lead to a shorter limitation period. Claims for damages by the Purchaser pursuant to Sub-Clauses 11.2 sentence 1, 11.2.1. ST&C as well as pursuant to the German Product Liability Law (Produkthaftungsgesetz) shall only be time barred according to statutory limitation periods.
13. Copyright, Trademarks
13.1 Unless otherwise expressly agreed, we will retain the reproduction right and copyright in all printing materials, drafts and outlines prepared by us. No draft may be reproduced or copied without our prior written consent. Trademarks may be used in connection with products that are processed or manufactured by the Purchaser only with the special written consent of the trademark holder. If, in discharging the order pursuant to the directives and requests of the Purchaser, third party intellectual property rights (copyrights, trademarks and other industrial property rights) are infringed, then the Purchaser shall be liable for all infringement claims arising therefrom.
14. Confidentiality and Data Protection
14.1 The Purchaser covenants to treat as confidential for an indefinite period any and all confidential information to which he becomes privy in connection with the purchase and to use such information only to achieve the purpose of the contract.
14.2 Confidential information is any information which is neither collectively nor in detail known or readily accessible to persons of the relevant public that usually deals with information of such kind, and which is, therefore, of economic value to us. Purchaser is aware that we protect such information adequately, in particular by these ST&C.
14.3 In the event that confidential information according to these ST&C, does not meet the requirements for a business secret under the Business Secret Law (Geschäftsgeheimnisgesetz), the confidentiality obligations of these ST&C shall still apply to such information.
14.4 The Purchaser covenants
14.4.1 to protect confidential information by appropriate non-disclosure measures against unauthorized access by third parties and to process confidential information in accordance with statutory and contractual data protection regulations. This includes the implementation of state of the art technical and organizational measures (art. 32 GDPR) and the employees’ commitment to non-disclosure and compliance with data privacy (art. 28 (3) item b GDPR).
14.4.2 to disclose confidential information only to those representatives, who have a need to know the information for the execution of a purchase order, provided the recipient ensures that his representatives comply with this agreement, as if they were privy to the agreement.
14.5 Confidential information for the purpose of these ST&C means any information (whether in written, electronic, oral, digital or any other form) disclosed to the Purchaser, or any of his affiliates (in the sense of Sections 15 et seq. AktG - German Stock Company Act), for the purpose of submitting, processing, executing a purchase order. Confidential information does not include information which the Purchaser can prove was known to him prior to any disclosure and without any infringement of a confidentiality obligation or was in the public domain.
14.6 The Purchaser is aware and gives his consent to our processing of personal data, in particular of employees and executive bodies of the Purchaser, in accordance with applicable data protection regulations. To this extent we may forward personal data to third parties for the purpose of corporate financing and debtor management (e.g. in the context of factoring). Otherwise, please refer to our special data protection statement available from our website (currently at: kalle.de/en/footer/data-protection/). The Purchaser shall inform his employees and executive bodies as well as other concerned persons about our data processing and our information on data protection.
15. Applicable Law and Jurisdiction
15.1 The laws of the Federal Republic of Germany with the exclusion of international uniform law, in particular the UN Sales Convention, shall apply to these ST&C and the contractual relationship between us and the Purchaser
15.2 To the extent the Agreement is executed with contracting partners that qualify as a businessman within the meaning of the German Code of Commerce), governmental legal entities or special governmental funds, the judicial – also international - forum for all disputes arising directly or indirectly from this contractual relationship shall be Wiesbaden.
This shall also apply, if Purchaser is an entrepreneur within the meaning of Section 14 BGB - German Civil Code. However, we remain entitled in all cases to file a law suit at the place of performance of the delivery obligation under these ST&C or under a prevailing individual agreement or at Purchaser’s general place of jurisdiction. Mandatory statutory regulations, in particular with regards to exclusive jurisdiction, remain unaffected.