GTC

GENERAL TERMS AND CONDITIONS

§1 Scope of application, form, definition

1. The following General Terms and Conditions (“GTC”) apply to all business relationships with entrepreneurs (Section 14 of the German Civil Code (BGB)), legal entities under public law or special funds under public law (hereinafter “Customer”).
2. The GTC apply in particular to contracts for the sale and/or delivery of movable goods (“Goods”), irrespective of whether we manufacture the Goods ourselves or purchase them from suppliers (Sections 433, 651 BGB).
   Unless otherwise agreed, “goods” within the meaning of this contract shall also include software to be provided to the customer in accordance with the contract, even if it is provided in a non-physical form, e.g. by electronic means of transmission.
   Unless otherwise agreed, the GTC shall also apply as a framework agreement for similar future contracts in the version valid at the time of the customer’s order or in any case in the version last communicated to him in text form, without us having to refer to them again in each individual case.
3. Our GTC apply exclusively.
   Deviating, conflicting or supplementary GTC of the customer shall only become part of the contract if and insofar as we have expressly agreed to their validity.
   This requirement of consent shall apply in any case, for example even if we carry out the delivery to the customer without reservation in the knowledge of the customer’s GTC.
4. Legally relevant declarations and notifications by the customer in relation to the contract (e.g. setting of deadlines, notification of defects, withdrawal or reduction) must be made in writing, i.e. in written or text form (e.g. letter, e-mail, fax).
   Statutory formal requirements and further evidence, in particular in the event of doubts about the legitimacy of the declaring party, remain unaffected.
5. References to the validity of statutory provisions are for clarification purposes only.
   Even without such clarification, the statutory provisions shall therefore apply unless they are directly amended or expressly excluded in these GTC.
6. In the case of continuing obligations, the customer shall be notified in writing of any changes to the terms and conditions, indicating the amended provisions, and shall be deemed to have been agreed if the customer continues the continuing obligation without objecting within a reasonable period of time.

§2 Conclusion of contract, cost estimate

1. Our offers are subject to change and non-binding.
   They merely constitute an invitation to the customer to submit an offer (invitatio ad offerendum), unless expressly stated otherwise by us, see also § 2 No. 7. This also applies if we have provided the customer with catalogs, technical documentation (e.g. drawings, plans, calculations, calculations, references to DIN standards), other product descriptions or documents – also in electronic form – to which we reserve ownership rights and copyrights.
2. We reserve ownership rights and copyrights to all documents provided to the customer, in particular data carriers, documentation, illustrations, drawings and calculations.
   They may not be used for purposes other than those stipulated in the contract and may not be made accessible to third parties and must be returned to us immediately free of charge when the contract is terminated or if the contractual purpose of use has been fulfilled.
   The customer is obliged to keep the information and data contained therein confidential.
   We are entitled to demand the return of documents at any time if confidentiality is not ensured.
   The obligation to maintain confidentiality shall not be affected by the termination of the contract.
3. The customer is obliged to check our offer carefully.
4. Cost estimates shall be remunerated by the customer in accordance with the individual offer.
5. The order of the goods by the customer shall be deemed to be a binding contractual offer.

6. Acceptance by us shall be made either in writing (e.g. by [Vorauszahlungs-]invoicing) or by delivery of the goods.
   Acceptance by order confirmation is subject to confirmation of cover by our commercial credit insurer.
7. If an offer is expressly designated by us as binding, but without stating a specific binding period, we shall be bound by the offer for 2 weeks from the date of the offer.

§3 Rights of use

1. Rights of use shall not pass to the customer until payment has been made in full.
   Insofar as the customer is granted rights of use prior to full payment, these may be revoked by us at any time.
2. In the case of standard software, the manufacturer’s terms of use shall apply.
   These terms of use shall be made available to the customer on request, even before the contract is concluded.
   Unless otherwise stipulated in these Terms of Use or agreed between the Customer and us, the following Terms of Use shall apply.
3. Unless otherwise contractually agreed, the customer shall receive a non-exclusive right to use the software as provided for in the contract for an unlimited period of time.
   This license is not transferable.
   The customer is prohibited from granting rights of use to third parties.
   If no network license (= multi-user license) is purchased, use is only permitted on a single computer workstation.
   If the hardware is changed, the software must be completely deleted from the previously used hardware.
   Simultaneous storage, retention or use on more than one hardware unit is not permitted.
4. In the case of a network license, this right of use applies to the agreed individual workstations of the contractually defined local network.
   The customer is obliged to prevent any use by third parties.
5. Unless otherwise stipulated by law, the customer is not authorized to reproduce, distribute, make publicly accessible, rent, modify or edit software.
6. Existing copyright notices or registration features, in particular registration numbers in the software, may not be removed or changed.
7. For each case of culpable infringement of the above provisions by the customer, we shall be entitled, without prejudice to other rights, to demand a contractual penalty, which shall be determined by us in each individual case at our reasonable discretion and the amount of which may be reviewed by the competent court.

§4 Delay in performance, reservation of self-delivery, impediments to performance, lump-sum compensation for damage caused by delay

1. All dates and deadlines for the provision of deliveries by us are only binding if they have been designated as binding by us.
2. Even if a time for delivery is determined according to the calendar or the delivery is to be preceded by an event and a reasonable time for delivery is determined in such a way that it can be calculated from the event according to the calendar, we shall only be in default by issuing a reminder to the customer.

3. If binding delivery deadlines cannot be met for reasons for which we are not responsible, this shall lead to a corresponding extension of the delivery deadline, even if we are already in default.
   We shall inform the customer immediately of the existence of the impediment to performance and at the same time inform him of the expected new delivery period.
   If the impediment to performance persists indefinitely within the new delivery period and if the purpose of the contract is thereby jeopardized, we shall be entitled to withdraw from the contract in whole or in part.
   Since we procure hardware and standard software from suppliers, an impediment to performance shall also be deemed to be the failure of our supplier to deliver to us in good time if we have concluded a congruent hedging transaction, in the event of other disruptions in the supply chain, for example due to force majeure, as well as in cases in which the supplier is not at fault for the delay or if we are not obliged to procure in individual cases.
4. If we are in default of delivery, the customer is limited to lump-sum compensation for the damage caused by the delay.
   The lump-sum compensation shall amount to 0.5% of the net price (delivery value) for each completed calendar week of delay, but shall not exceed a total of 5% of the delivery value of the goods delivered late.
   We reserve the right to prove that the customer has suffered no damage at all or only significantly less damage than the above lump sum.
5. The rights of the customer acc.
   § 12 of these GTC and our statutory rights, in particular in the event of an exclusion of the obligation to perform (e.g. due to impossibility or unreasonableness of performance and/or subsequent performance), shall remain unaffected.

§5 Delivery, transfer of risk, acceptance, default of acceptance

1. Delivery shall be made from our warehouse, which is also the place of performance for the delivery and any subsequent performance.
   At the request and expense of the customer, the goods shall be shipped to a destination specified by the customer (sale by dispatch).
   Unless otherwise agreed, we shall be entitled to determine the type of shipment (in particular transport company, shipping route, packaging) ourselves.
2. The risk of accidental loss and accidental deterioration of the goods shall pass to the customer at the latest upon handover.
   In the case of sale by dispatch, however, the risk of accidental loss and accidental deterioration of the goods as well as the risk of delay shall already pass upon delivery of the goods to the forwarding agent, the carrier or the person or institution otherwise designated to carry out the shipment, even if we carry out the transportation ourselves.
   If acceptance has been agreed, this shall be decisive for the transfer of risk.
   The statutory provisions of the law on contracts for work and services shall also apply accordingly to an agreed acceptance.
   If the customer is in default of acceptance, this shall be deemed equivalent to handover or acceptance.
3. If the customer is in default of acceptance, fails to cooperate or if the delivery is delayed for other reasons for which the customer is responsible, we are entitled to demand compensation for the resulting damage including additional expenses (e.g. storage costs).
   For this purpose, we shall charge a lump-sum compensation amounting to 0.5% of the net price (delivery value) for each completed calendar week of the delay in acceptance, but not more than a total of 5% of the delivery value of the goods delivered late, beginning with the delivery deadline or – in the absence of a delivery deadline – with the notification that the goods are ready for dispatch.

Proof of higher damages and our statutory claims (in particular reimbursement of additional expenses, reasonable compensation, termination) shall remain unaffected; however, the lump sum shall be offset against further monetary claims.
The customer shall be entitled to prove that we have incurred no damage or only significantly less damage than the above lump sum.  

§6 Partial performance

1. Partial deliveries, partial services and corresponding invoicing are permissible if they are not unreasonable for the customer.
2. If we have only received a partial delivery or service from a third party manufacturer of standard software or hardware, the customer’s interest in the partial delivery or service is not lacking if we provide a subsequent performance reasonable for the customer with our own means.

§7 Acceptance

1. If acceptance is required by contract or law, the following provisions shall apply.
2. At our request, partial acceptances shall be carried out for definable parts of the delivery/service that can be used independently or for parts of the service on which further services are based, if the parts of the service to be accepted can be tested separately.
   Once all parts of the service have been accepted, the last partial acceptance is also the final acceptance.
3. If the service requiring acceptance also includes the delivery of hardware or standard software, we shall be entitled to charge the customer for this independently of acceptance of the rest of the service.

§8 Prices and terms of payment

1. Unless otherwise agreed in individual cases, our current prices at the time of conclusion of the contract shall apply in EUR, ex our warehouse, plus
   the applicable statutory value added tax, unless the value added tax is to be paid to the competent tax authority by the customer as the recipient of the deliveries in accordance with the applicable law, such as Articles 194 to 199 and 200 of Council Directive 2006/112/EC (reverse charge procedure/intra-Community acquisition).
   Insofar as deliveries are subject to withholding tax, these taxes shall be owed by the Customer in addition to the invoice amounts and shall be paid to the competent tax authority.
2. In the case of sale by delivery to a place other than the place of performance acc.
   § 5 No. 1, the Buyer shall bear the transportation costs ex warehouse and the costs of any transportation insurance requested by the Buyer.
   Any customs duties, fees, taxes and other public charges shall be borne by the Buyer.
3. If the contract is a contract for work and services in which we are the contractor and the customer terminates the contract in accordance with Section 648 BGB before we have commenced performance, we shall be entitled to lump-sum remuneration amounting to 5% of the agreed total remuneration.
   We are entitled to claim a higher appropriate remuneration.
4. If we deliver the goods on returnable pallets, the customer shall return the same number of exchangeable pallets of the same type and quality upon delivery or deliver them to us free of charge within 1 month.
   The UIC standard 435-4 of the International Union of Railways applies to exchangeability.
   The pallets handed over shall become the property of the recipient in accordance with their intended use.
   They must be replaced by other pallets of the same type and quality.
   If no return delivery is made in due time or if pallets supplied by the customer are not exchangeable or of the same type and quality, we shall be entitled to invoice the customer for the price of new pallets.
   The customer is at liberty to prove the prerequisites for a deduction new for old or a lesser damage. the customer agrees that invoices can also be sent to him electronically.
   The invoice shall be sent to the generally known address, fax number or electronic address, unless the parties have agreed otherwise.

1. 1. Unless otherwise stated in the order confirmation or these terms and conditions, our invoices are due for payment immediately.
      However, we are entitled at any time, even within the framework of an ongoing business relationship, to make a delivery in whole or in part only against advance payment.
      We shall declare a corresponding reservation at the latest with the order confirmation.
   2. Upon expiry of the above payment deadline, the customer shall automatically be in default without the need for a reminder.
      During the period of default, interest shall be charged on the invoice amount at the applicable statutory default interest rate.
      We reserve the right to claim further damages caused by default.
      Our claim to commercial maturity interest (§ 353 HGB) against merchants remains unaffected.

§9 Rights of set-off and retention, assignment

1. The customer shall only be entitled to rights of set-off or retention to the extent that his claim has been legally established or is undisputed.
   In the event of material defects, the counter-rights of the customer, in particular in accordance with.
   §12, remain unaffected.

1. The customer shall only be entitled to exercise rights of retention with undisputed or legally established claims arising from the same legal relationship.
2. The assignment of claims against us is excluded.
   This shall not apply within the scope of application of § 354a HGB.

§10 Endangerment of the payment claim

1. If it becomes apparent after conclusion of the contract (e.g. through an application to open insolvency proceedings against the customer’s assets) that our payment claim is jeopardized by the customer’s inability to pay, we are entitled to refuse performance in accordance with the statutory provisions and – if necessary after setting a deadline – to withdraw from the contract (Section 321 BGB).
   In the case of contracts for the manufacture of non-fungible goods (custom-made products), we may declare our withdrawal immediately.
   The statutory provisions on the dispensability of setting a deadline shall remain unaffected.
2. If payment by installments has been agreed, the entire remaining claim shall become due if the customer is in default with at least two consecutive installments in whole or in part.
   Deferment agreements shall become ineffective if the customer is in default with a service or if the conditions of § 321 BGB (German Civil Code) arise with regard to a claim.

§11 Retention of title

1. Until full payment of all our present and future claims arising from the contract and the current business relationship (“secured claims”), we reserve title to the items delivered by us.
2. The goods subject to retention of title may neither be pledged to third parties nor assigned as security before full payment of the secured claims.
   The customer must inform us immediately in writing if an application is made to open insolvency proceedings against his assets or if third parties have access to the goods to which we retain title (e.g. seizures).
   If the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO (German Code of Civil Procedure), the customer shall be liable for the loss incurred by us in accordance with the statutory fees.
3. If the customer acts in breach of contract, in particular in the event of non-payment of the purchase price due, we shall be entitled to withdraw from the contract in accordance with the statutory provisions and/or to demand the return of the goods on the basis of the retention of title.
   The demand for the return of the goods does not at the same time include the declaration of withdrawal: we are rather entitled to merely demand the return of the goods and reserve the right to withdraw from the contract.
   If the customer does not pay the purchase price due, we may only assert these rights if we have previously set the customer a reasonable deadline for payment without success or if setting such a deadline is dispensable according to the statutory provisions.

1. 1. The customer is obliged to treat the delivery item or the items otherwise owned or co-owned by us with care.
      In particular, he is obliged to insure them adequately at his own expense against fire, water, theft and vandalism damage at replacement value.
      If maintenance and inspection work is required, he must carry this out in good time at his own expense.
   2. The customer is authorized to resell and/or process the goods subject to retention of title in the ordinary course of business, unless we revoke this authorization of the customer in accordance with § 11 No. 5 lit.
      § 11 No. 5 lit.
      c).
      In the event of resale and further processing, the following provisions shall apply in addition:

1. 1. The retention of title shall extend to the full value of the products resulting from the processing, mixing or combining of our goods, whereby we shall be deemed to be the manufacturer.
      If, in the event of processing, mixing or combining with goods of third parties, their right of ownership remains, we shall acquire co-ownership in proportion to the invoice values of the processed, mixed or combined goods.
      In all other respects, the same shall apply to the resulting product as to the goods delivered under retention of title.
   2. The customer hereby assigns to us the claims against third parties arising from the resale of the goods or the product in total or in the amount of our possible co-ownership share pursuant to Section 11 No. 5 lit.
      11 No. 5 lit.
      a) to us as security.
      We accept the assignment.
      The obligations of the customer stated in § 11 No. 2 shall also apply in consideration of the assigned claims.
   3. The customer shall remain authorized to collect the claim in addition to us.
      We undertake not to collect the claim as long as the customer fulfills his payment obligations to us, there is no deficiency in his ability to pay and we do not assert the retention of title by exercising a right pursuant to Section 11 No. 3.
      11 No. 3.
      If this is the case, however, we can demand that the customer informs us of the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors (third parties) of the assignment.
      In this case, we shall also be entitled to revoke the customer’s authorization to resell and process the goods subject to retention of title.
   4. If the realizable value of the securities exceeds our claims by more than 10%, we shall release securities of our choice at the customer’s request.

1. If the extended or prolonged reservation of title regulated above is subject to the rules of private international law of a foreign legal system and if the reservation of title regulated here is ineffective under the law applicable there or if additional requirements are necessary for its effectiveness which are not fulfilled, the following reservation of title shall apply exclusively: The delivery item shall remain our property until full payment has been made.

§12 Claims for defects of the customer

1. The statutory provisions shall apply to the rights of the Purchaser in the event of material defects and defects of title (including incorrect and short delivery as well as improper assembly/installation or inadequate instructions), unless otherwise specified below.
   In all cases, the statutory provisions on the sale of consumer goods (§§ 474 ff. BGB) and the rights of the customer arising from separately issued guarantees, in particular on the part of the manufacturer, shall remain unaffected.
   Information on the quality or durability of goods does not constitute a guarantee (assurance) within the meaning of § 276 para.
   1 BGB and no guarantee within the meaning of § 443 BGB if we have not expressly assumed such a guarantee in writing.
   If a third party manufacturer of a product provides a guarantee, this will be passed on to the customer.
   The scope of any manufacturer’s warranty granted shall be determined by the warranty conditions of the third-party manufacturer.
   The same applies to warranty extensions or care packs of the manufacturer.
2. When purchasing used goods, the customer’s rights due to defects are excluded.
   This shall not apply to claims arising from an assurance (guarantee, Section 276 (1) BGB) or warranty (Section 443 BGB) given by us or if we have fraudulently concealed the defect (Section 444 BGB).
3. If goods are produced or modified as a result of the customer’s specifications, the customer shall not be entitled to any claims for defects attributable to these specifications or to hardware or software supplied by third parties and used by the customer.
   The same applies if the goods have been further processed by the customer or another entrepreneur, e.g. by installation in another product.
4. If the customer interferes with the goods, in particular with the program code, which is not permitted as a result of contractual provisions, the operating instructions or instructions for use, the customer shall not be entitled to any claims for defects unless the customer demonstrates and proves to us that the defect is not due to the interference.
5. The basis of our liability for defects is above all the agreement reached on the quality and intended use of the goods (including accessories and instructions).
   All product descriptions and manufacturer’s specifications which are the subject of the individual contract or which were made public by us (in particular in catalogs or on our Internet homepage) at the time of conclusion of the contract shall be deemed to be an agreement on quality in this sense.
   Insofar as the quality has not been agreed, it shall be assessed in accordance with the statutory provisions whether a defect exists or not (Section 434 (3) BGB).
   Public statements made by the manufacturer or on its behalf, in particular in advertising or on the label of the goods, shall take precedence over statements made by other third parties.
6. Unless expressly agreed otherwise, contractually owed software is standard software that has not been individually produced for the customer’s needs.
   Supply contracts for software are accordingly to be classified as sales contracts.
   The parties agree that, according to the state of the art, it is impossible to develop standard software without errors for all application conditions.
7. Unless otherwise agreed, software is supplied in a version suitable for the Microsoft Windows operating system (current versions).
8. In the case of standard software from third-party manufacturers, we shall hand over the manufacturer’s original user documentation, insofar as this has been provided to us by the manufacturer.
   We are not obliged to supply any additional documentation.
   Upon request, the customer shall be given access to the original user documentation to be supplied prior to conclusion of the contract, insofar as this has been provided to us by the manufacturer.
   Otherwise, the documentation shall be supplied as online help as part of the software.
   If the customer wishes further written documentation, he can inform us of this before conclusion of the contract.
   We will then submit an offer for such documentation.
9. In the case of goods with digital elements or other digital content, we only owe the provision and, if applicable, updating of the digital content insofar as this is expressly stated in a quality agreement in accordance with § 12 No. 5.
   § 12 No. 5.
   In this respect, we accept no liability for public statements made by the manufacturer or other third parties.
10. The customer’s claims for defects presuppose that he has fulfilled his statutory obligations to inspect and give notice of defects (pursuant to §§ 377, 381 HGB).
    If a defect becomes apparent upon delivery, inspection or at any later point in time, we must be notified of this immediately in writing.
    In any case, obvious defects must be reported in writing within 2 calendar days of delivery and defects not recognizable during the inspection within the same period from discovery.
    If the customer fails to carry out the proper inspection and/or report defects, our liability for the defect not reported or not reported in good time or not reported properly shall be excluded in accordance with the statutory provisions.
    In the case of goods intended for assembly, mounting or installation, this shall also apply if the defect only became apparent after the corresponding processing as a result of a breach of one of these obligations.
    In this case, in particular, the customer shall have no claims for reimbursement of corresponding costs (“removal and installation costs”).
11. If the delivered item is defective, we may initially choose whether to provide subsequent performance by remedying the defect (“subsequent improvement“) or by delivering a defect-free item (“replacement delivery“).
    If the type of subsequent performance chosen by us is unreasonable for the customer in the individual case, he may reject it.
    Our right to refuse subsequent performance under the statutory conditions remains unaffected.
12. We are entitled to make the subsequent performance owed dependent on the customer paying the purchase price due.
    However, the customer shall be entitled to retain a reasonable part of the purchase price in proportion to the defect.

13. The customer shall grant us the time and opportunity required for the subsequent performance owed, in particular to hand over the rejected goods for inspection purposes.
    Any defects found in the hardware or software must be reported to us in as much detail and as reproducibly as possible.
    The customer shall provide us with the information required for fault diagnosis and rectification on request and shall provide us with a trained and competent employee to assist in the rectification of the defect by remote data transmission/remote or telephone.
    In the event of subsequent performance on site, we must be granted unhindered access to the defective goods and, if necessary, other work on the hardware or in the customer’s network must be stopped.
14. In the event of a replacement delivery, the customer shall return the defective item to us in accordance with the statutory provisions.
    However, the customer shall not be entitled to return the goods.
    Subsequent performance shall not include the dismantling, removal or disassembly of the defective item or the installation, attachment or assembly of a defect-free item if we were not originally obliged to perform these services.
    Claims of the customer for reimbursement of corresponding costs (“removal and installation costs”) remain unaffected.
    However, they are limited in amount to 150% of the purchase price of the item in defect-free condition or 200% of the reduced value due to the defect.
15. The expenses required for the purpose of inspection and subsequent performance, in particular transport, travel, labor and material costs as well as any removal and installation costs, shall be borne or reimbursed by us in accordance with the statutory provisions and these GTC if a defect actually exists.
    Otherwise (e.g. user error, improper handling of the goods, absence of a defect), we may demand reimbursement from the customer of the costs incurred as a result of the unjustified request to remedy the defect (in particular testing and transport costs) if the customer knew or could have recognized that there was in fact no defect.
16. In urgent cases, e.g. if operational safety is at risk or to prevent disproportionate damage, the customer has the right to remedy the defect himself and to demand compensation from us for the expenses objectively necessary for this.
    We must be notified immediately, if possible in advance, of any such self-remedy.
    The right of self-remedy does not exist if we would be entitled to refuse a corresponding subsequent performance in accordance with the statutory provisions.
17. If the subsequent performance has failed or a reasonable deadline to be set by the customer for the subsequent performance has expired without success or is dispensable according to the statutory provisions, the customer may withdraw from the purchase contract or reduce the purchase price in accordance with the statutory provisions.
    In the case of an insignificant defect, however, there is no right of withdrawal.
18. In the event of the delivery of defective hardware and standard software from third-party manufacturers, we shall be entitled to assign our corresponding claims against our supplier, the manufacturer or other third parties to the customer for the purpose of subsequent improvement or replacement delivery.
    In this case, the customer must, if necessary, take legal action against our supplier or the manufacturer for subsequent performance, compensation for damages or reimbursement of expenses after self-performance before asserting his right to subsequent performance by us, reimbursement of expenses after self-performance, compensation for damages instead of performance, withdrawal or reduction, unless this is unreasonable for the customer.
    If the customer incurs costs which he is unable to recover from the supplier despite compulsory enforcement, we shall be obliged to reimburse the customer.
19. The above shall also apply if we have adapted, configured or otherwise modified the software or hardware to meet the customer’s requirements, unless the material defect was caused by our performance.
20. Claims of the customer for reimbursement of expenses in accordance with.
    § Section 445a para.
    1 BGB are excluded, unless the last contract in the supply chain is a consumer goods purchase (Sections 478, 474 BGB) or a consumer contract for the provision of digital products (Sections 445c sentence 2, 327 para. 5, 327u BGB).
    Claims of the customer for damages or reimbursement of futile expenses (§ 284 BGB) shall only exist in accordance with the following § 13, even in the event of defects in the goods.

§13 Limitation of liability

1. Unless otherwise stated in these GTC including the following provisions, we shall be liable in the event of a breach of contractual and non-contractual obligations in accordance with the statutory provisions.
2. We shall be liable for damages – irrespective of the legal grounds – within the scope of fault-based liability in cases of intent and gross negligence.
   In the event of simple negligence, we shall only be liable, subject to statutory limitations of liability (e.g. care in our own affairs; insignificant breach of duty), for

1. 1. for damages resulting from injury to life, limb or health
   2. for damages arising from the breach of an essential contractual obligation (an obligation whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner regularly relies and may rely); in this case, however, our liability is limited to compensation for foreseeable, typically occurring damages.

1. The limitations of liability resulting from § 13 No. 2 shall also apply to third parties and in the event of breaches of duty by or in favor of persons whose fault we are responsible for in accordance with statutory provisions.
   They shall not apply if a defect has been fraudulently concealed or a guarantee for the quality of the goods has been assumed or for claims of the customer under the Product Liability Act.
2. The customer may only withdraw from or terminate the contract due to a breach of duty that does not consist of a defect if we are responsible for the breach of duty.
   A free right of termination of the customer (in particular pursuant to §§ 650 para. 1, 648 sentence 1 BGB) is excluded.
   In all other respects, the statutory requirements and legal consequences shall apply.

§14 Statute of limitations

1. Notwithstanding § 438 para.
   1 No. 3 BGB, the general limitation period for claims arising from material defects and defects of title is one year from delivery.
   If acceptance has been agreed, the limitation period shall commence upon acceptance.
2. The above limitation periods of the law on the sale of goods shall also apply to contractual and non-contractual claims for damages of the customer based on a defect of the goods, unless the application of the regular statutory limitation period (§§ 195, 199 BGB) would lead to a shorter limitation period in individual cases.
   However, claims for damages by the Purchaser pursuant to § 13 No. 1 and § 13 No. 2 a) and pursuant to the Product Liability Act shall become time-barred exclusively in accordance with the statutory limitation periods.

§15 Export and dual-use goods

1. We are legally obliged to observe the export restrictions of national and international law, in particular EU and US law.
   The same obligation applies to the customer.
2. The customer is solely responsible for compliance with export regulations.
   We are not obliged to ship goods or provide services to locations subject to export restrictions.
   Otherwise, the customer shall, at our discretion, collect the goods from our warehouse or designate an alternative address that is not subject to export restrictions.
3. The Purchaser’s obligation in § 15 no. 2 sentence 1 also applies in particular to dual-use goods.
   Dual-use goods are goods, technologies and software with a dual purpose.
   They can be used for both civilian and military purposes and therefore require a license for export.

§16 Choice of law and place of jurisdiction

1. These GTC and the contractual relationship between us and the Buyer shall be governed by the law of the Federal Republic of Germany to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.
2. If the customer is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive – also international – place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be the District Court of Osnabrück.
   The same shall apply if the customer is an entrepreneur within the meaning of § 14 BGB.
   However, in all cases we shall also be entitled to bring an action at the place of performance of the delivery obligation in accordance with these GTC or an overriding individual agreement or at the general place of jurisdiction of the customer.
   Overriding statutory provisions, in particular regarding exclusive jurisdiction, shall remain unaffected.