Terms & Conditions

On this page you will find our general terms and conditions of business and delivery. The conditions are also available as PDF download:

• General terms and conditions of business and delivery
• Conditions of purchase

I. Scope of Application, Defense Clause, Ownership/Copyrights and Confidentiality

1. All deliveries and services of Peter Huber Kältemaschinenbau SE (supplier) are exclusively based on these General Terms and Conditions of Business and Delivery (conditions) and any separate contractual agreements. Other (purchasing, etc.) terms and conditions of the Purchaser shall not become part of the contract, not even through (uncontradicted) acceptance of the order.

2. These terms and conditions shall also apply to all future contractual relationships between the Supplier and the Purchaser, even if they are not expressly agreed again.

3. In the absence of a special agreement, a contract shall be concluded with the written order confirmation of the supplier. The written order confirmation of the supplier is exclusively decisive for the scope of deliveries or services.

4. The Supplier reserves all property rights and copyrights to its samples, drawings, models, tools, cost estimates as well as all information of a tangible and intangible nature (including in electronic form) made available to the Purchaser; they may not be made accessible to third parties without the prior consent of the Supplier and must be returned to the Supplier without delay at the latter's request in the event that the order is not placed.

5. The contracting parties undertake to treat as business secrets all commercial or technical details which are not in the public domain and which become known to them through the business relationship. If one of the contracting parties recognises that information to be kept secret has come into the possession of an unauthorised third party or that a document to be kept secret has been lost, it shall immediately inform the other contracting party thereof. In the event of breaches of confidentiality, business secrets and similar obligations, the supplier expressly reserves the right to take civil or, if necessary, criminal action.

II. Prices and Offsetting

1. In the absence of a special agreement, the prices shall apply ex works excluding packaging, transport, insurance, customs costs and other incidental costs incurred. Value added tax at the statutory rate applicable at the time shall be added to the prices.

2. The customer shall only be entitled to withhold payments or to offset them against counterclaims insofar as his counterclaims are undisputed or have been legally established.

III. Retention of title and obligation to surrender in the event of default in payment

1. The objects of the deliveries (reserved goods) remain the property of the supplier until all claims to which he is entitled against the purchaser from the business relationship have been fulfilled.

2. The Purchaser may resell the goods subject to retention of title in the ordinary course of business, but hereby assigns to the Supplier all claims against its customers resulting therefrom as security for the Supplier's payment claims in the amount owed (including VAT); the Supplier accepts this assignment. This assignment shall apply irrespective of whether the reserved goods have been resold without or after processing. The Purchaser shall remain authorised to collect the claim even after the assignment. The supplier's authority to collect the claim itself shall remain unaffected; however, the supplier shall not collect the claim, inter alia, as long as the purchaser meets its payment obligations from the proceeds collected and is not in default of payment and no application for the opening of insolvency proceedings has been filed.

3. Otherwise, the purchaser may neither pledge the reserved goods nor assign them as security. In the event of pledges, seizures and other dispositions or interventions by third parties, the Purchaser shall notify the Supplier without delay.

4. On the basis of the retention of title, the supplier may only demand the return of the goods subject to retention of title if he has withdrawn from the contract.

5. An application for the opening of insolvency proceedings entitles the supplier to withdraw from the contract and to demand the immediate return of the delivery item.

6. In the event of conduct by the Purchaser in breach of the contract, in particular in the event of default in payment, the Supplier shall be entitled to take back the delivery item after unsuccessful reminder and the Purchaser shall be obliged to surrender it without delay.

IV. Delivery periods and delays in delivery

1. The delivery time results from the agreements of the contracting parties. Compliance with the delivery time by the supplier requires that all commercial and technical questions between the contracting parties have been clarified and that the purchaser has fulfilled all obligations incumbent upon him (such as timely transmission of all information, approvals or (planning) releases to be provided by the purchaser; compliance with agreed terms of payment) in due time. If this is not the case, the delivery time shall be extended accordingly.

2. Compliance with the delivery time is subject to proper, defect-free and timely delivery by the supplier. The supplier shall inform us as soon as possible of any delays that become apparent.

3. The delivery period shall be deemed to have been complied with if the delivery item has left the Supplier's works or is ready for collection by the time it expires.

4. Partial deliveries are permissible insofar as they are reasonable for the customer.

5. We reserve the right to prior sale of an offered item.

6. If non-compliance with the delivery time is due to force majeure, industrial disputes or other events beyond the Supplier's control, the delivery time shall be extended accordingly; the same shall apply in the event of improper, defective or untimely delivery by the Supplier itself or in the event of a delay for which the Purchaser is responsible.

7. If the dispatch of the delivery item is delayed for reasons for which the Purchaser is responsible, the costs incurred due to the delay shall be charged to the Purchaser, starting one week after notification of readiness for dispatch.

8.1 If the Purchaser sets the Supplier a reasonable deadline for performance after the due date, taking into account the statutory exceptions, and if the deadline is not met, the Purchaser shall be entitled to withdraw from the contract within the framework of the statutory provisions. At the Supplier's request, the Purchaser undertakes to declare within a reasonable period of time whether it will exercise its right of withdrawal.

8.2 Any further claims (for damages, etc.) of the Purchaser arising from a delay in delivery shall be excluded, unless a case specified in Clause IX (exclusion of liability) applies.

V. Transport and transfer of risk

1. The goods are always transported on behalf of the customer.

2. The risk shall pass to the Purchaser when the delivery item has left the factory; this shall also apply if partial deliveries are made or the Supplier has assumed other services (e.g. delivery, installation and assembly).

3. If dispatch is delayed or does not take place as a result of circumstances for which the Supplier is not responsible or for which the Purchaser is responsible, the risk shall pass to the Purchaser on the day of notification of readiness for dispatch; this shall also apply in the event of default in acceptance on the part of the Purchaser for other reasons.

VI. Trial Order

If goods are provided for trial, they shall be deemed to have been purchased by the Purchaser if the Supplier does not receive them back within the agreed return period. If no return period has been specified, this shall be 4 weeks. The date on the delivery note shall be decisive. In the event of return, the Purchaser shall bear the transport, inspection and other costs incurred by the Supplier (cleaning, maintenance, repair, etc.).

VII. Installation and Assembly

1. It shall be incumbent upon the Purchaser to create the necessary preconditions for a proper installation and assembly of the delivery item in his business at his own expense.

2. The remuneration for installation and assembly shall be based on the Supplier's price list, which shall be the subject matter of the contract and which is generally attached to the order confirmation or can be inspected by the Purchaser at any time, even prior to the conclusion of the contract.

3. If assembly, erection or commissioning is delayed due to circumstances for which the Supplier is not responsible, the Purchaser shall bear (at least) the additional costs required for this (waiting, travel costs, etc.) on the basis of the agreed price list.

VIII. Claims for Defects

The supplier shall be liable for material defects and defects of title in the delivery to the exclusion of further claims - subject to section IX (exclusion of liability) - as follows:

1. Material defects:

1.1 Notifications of defects by the Purchaser must be made in writing without delay. In doing so, the Purchaser shall provide comprehensive information on all information relevant to the Supplier for any necessary subsequent performance (such as possible (defect) symptoms, error messages, malfunction and other documentation, type and manner of the applications carried out, device serial number, etc.).

1.2 The Purchaser may withhold payments only if a notice of defect is asserted about the justification of which there can be no doubt. The Purchaser shall have no right of retention if its claims for defects are time-barred. If the notice of defect is unjustified, the Supplier shall be entitled to demand reimbursement of the expenses incurred by it from the Purchaser (cf. also Clause 1.6).

1.3 All parts and services which have a material defect shall be repaired, replaced free of defects or provided again free of charge at the discretion of the supplier, provided that the cause of the defect already existed at the time of the transfer of risk. Replaced parts shall become the property of the supplier.

1.4 The Purchaser shall, after consultation with the Supplier, provide the necessary information (Clause 1.1), time and opportunity for the Supplier to carry out all repairs and replacement deliveries which appear necessary to the Supplier; otherwise the Supplier shall be released from liability for the consequences arising therefrom.

1.5 If at all and insofar as the complaint proves to be justified, the supplier shall bear of the direct costs arising from the rectification or replacement delivery exclusively the costs of the replacement part (including transport within Germany only, if applicable).

1.6 If, on the other hand, the complaint turns out to be unjustified or a case under Clause 1.10, the Purchaser shall bear all costs incurred by the Supplier as a result.

1.7.1 The place of supplementary performance shall be determined exclusively by the supplier. In principle, subsequent performance shall take place at the supplier's registered office or at another place determined by the supplier which serves the purpose of subsequent performance.

1.7.2 The Purchaser shall, at its own risk and its own (transport, etc.) costs, make the delivery item properly available to the Supplier at the place determined in accordance with Clause 1.7.1. In particular, all third-party products, accessories, additional products, programs, data and storage media that are not part of the delivery item must be removed prior to dispatch to the supplier; in this respect, the supplier shall not be liable for items that were not removed by the purchaser or that were damaged before they arrived at the supplier. Likewise, the delivery item must be properly prepared by the Purchaser for dispatch (cleaned, completely emptied, transport locks activated, etc.) and packaged in accordance with commercial practice. The Purchaser as consignor undertakes to remove all hazardous, toxic, harmful substances with which the equipment has come into contact absolutely residue-free so that acceptance is safe for the Supplier as consignee.

1.8.1 Within the framework of the statutory provisions, the Purchaser shall be entitled to withdraw from the contract if the Supplier, taking into account the statutory exceptions, allows a reasonable period of time set for it for the rectification or replacement delivery due to a material defect to expire fruitlessly. If there is only an insignificant defect, the Purchaser shall only be entitled to a reduction of the contract price.

1.8.2 The right to a reduction of the contract price shall otherwise remain excluded.

1.9 Further claims (for damages, etc.) of the Purchaser are excluded, unless a case specified in Clause IX (Exclusion of liability) exists.

1.10 In the following cases in particular, the supplier shall not be entitled to any claims for defects or liability:

1.10.1 Merely insignificant deviation from the agreed quality or only insignificant impairment of the usability; unsuitable, improper, excessive and other use not in accordance with the intended use of the delivery item; unsuitable and faulty assembly or commissioning by the customer or third parties; natural wear and tear; faulty or negligent treatment, improper maintenance; unsuitable operating materials (such as impermissible heating/cooling liquids); defective delivery items; defective or incorrect use of the delivery item. unsuitable and faulty assembly or commissioning by the customer or third parties; natural wear and tear; faulty or negligent handling, improper maintenance; unsuitable operating materials (such as inadmissible heating/cooling liquids); faulty construction work, unsuitable building ground; chemical, electrochemical, electrical, thermal and other influences interfering with the proper use of the delivery item and damage due to special external influences which are not assumed under the contract; non-reproducible software errors.

1.10.2 If the purchaser or a third party carries out improper repairs, the supplier shall not be liable for the resulting consequences. The same applies to changes made to the delivery item without the prior written consent of the supplier.

1.10.3 Repairs, third-party work and modifications of any kind not authorised in writing by the supplier, use for a purpose other than that for which it was intended, alteration, removal or manipulation of the device label or serial number shall exclude the supplier's liability for defects.

1.10.4 Under no circumstances shall the supplier be liable for damages incurred by the purchaser or end customer due to the unavailability of parts or due to production downtime (e.g. due to delayed delivery).

1.11 The Purchaser's claims for subsequent performance shall become statute-barred 12 months after the statutory commencement of the limitation period; the same shall apply to the above-mentioned withdrawal and reduction. In all other respects, Clause X. (Limitation) shall apply.

2. Defects of title: third party property rights and copyrights

2.1 If the use of the delivery item leads to the infringement of industrial property rights or copyrights of third parties in Germany, the Supplier shall, at its own expense, generally procure the right for the Purchaser to continue using the delivery item or modify the delivery item in a manner reasonable for the Purchaser in such a way that the infringement of property rights no longer exists. If this is not possible under economically reasonable conditions or within a reasonable period of time, the Purchaser shall be entitled to withdraw from the contract. Under the aforementioned conditions, the supplier shall also be entitled to withdraw from the contract.

2.2 The obligations of the Supplier set out in section 2.1 above are, subject to section IX (exclusion of liability), conclusive in the event of an infringement of industrial property rights or copyrights. They shall only exist if the Purchaser notifies the Supplier in writing without undue delay of asserted infringements of industrial property rights or copyrights, supports the Supplier to a reasonable extent in the defence against the asserted claims or enables the Supplier to carry out the modification measures in accordance with Clause 2. 1, all defence measures including out-of-court settlements remain reserved for the Supplier, the Purchaser does not make any acknowledgement, the defect of title is not based on an instruction of the Purchaser and the infringement of rights was not caused by the fact that the Purchaser modified the delivery item without authorisation or used it in a manner not in accordance with the contract.

IX. Exclusion of liability

1. The supplier shall be exclusively liable for damage that has not occurred to the delivery item itself - irrespective of the legal grounds - as follows

1.1 in the case of intent,
1.2 in the event of gross negligence on the part of the owner/the executive bodies or senior employees,
1.3 in the event of culpable injury to life, limb or health,
1.4 in the case of defects which he has fraudulently concealed.

In the event of culpable breach of material contractual obligations, the Supplier shall also be liable in the event of gross negligence of non-executive employees and in the event of slight negligence, in the latter case limited to reasonably foreseeable damage typical for the contract.

2. Further claims are excluded.

X. Limitation

1. all claims of the customer - irrespective of their legal basis - shall become statute-barred after 12 months.

2. the statutory periods shall apply to claims for damages according to clauses IX. 1.1 - 1.4.

XI. Use of software

1. to the extent that software is included in the scope of delivery, the Purchaser shall be granted a non-exclusive right to use the delivered software including its documentation. It shall be provided for use on the delivery item intended for this purpose. Use of the software on more than one system is prohibited.

2. The Purchaser may only copy the software to the extent permitted by law, but may not revise, translate or convert the object code into the source code. The Purchaser undertakes not to remove manufacturer's information (e.g. copyright notices) or to modify it without the Supplier's prior express consent.

3. all other rights to the software and the documentation, including copies, shall remain with the supplier or the software supplier. The granting of sublicenses is not permitted.

XII. a) Take-back in accordance with the Electrical and Electronic Equipment Act (ElektroG)

1. the sales prices do not include the costs for the return and disposal of old equipment of users other than private households within the meaning of the Electrical and Electronic Equipment Act (ElektroG).

2. upon request, the supplier shall organize the take-back and recycling/disposal of such equipment as well, insofar as it is distributed by the supplier, against reimbursement of the costs incurred.

XII. b) Take-back in accordance with the Packaging Act (VerpackG)

1. the sales prices shall be exclusive of the costs for the return and disposal of transport packaging of users other than private households within the meaning of the Packaging Act (VerpackG).

2. the customer shall be responsible for the proper disposal of the packaging produced by reusing it or handing it over to disposal facilities or disposal companies.

XIII. Contractual Adjustment, Place of Jurisdiction Offenburg, Contractual Language, Choice of Law, Severability Clause, Data Protection

1. If unforeseeable events beyond the Supplier's control (e.g. clause IV. 6.) substantially change the economic importance or the contents of the Supplies or considerably affect the Supplier's business, the contract shall be adapted taking into account the principles of reasonableness and good faith; if this is not economically justifiable, the Supplier shall have the right to rescind the contract.

2. The place of jurisdiction for all disputes between the Supplier and the Purchaser shall be D-77656 Offenburg. At the same time, the Supplier shall be entitled to bring an action at the Purchaser's principal place of business.

3. The language of the contract shall be German. Insofar as the contracting parties use another language in addition, the German wording shall prevail.

4. All legal relations between the Supplier and the Purchaser shall be governed exclusively by the law of the Federal Republic of Germany applicable to the legal relations of domestic parties, to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

5. Should any clause of these Terms and Conditions be invalid, this shall not affect the validity of the other clauses. If a clause of these terms and conditions is only partially invalid, the other part shall remain valid. The parties shall be obliged to replace the invalid clause by a valid substitute provision which comes as close as possible to the economic purpose of the invalid contractual provision.

6. The Supplier shall process personal data only in accordance with the statutory provisions and the data protection declaration available here.

1.0 Conclusion of contract, confidentiality, changes to the scope of the order.

1.1 We order on the basis of our General Terms and Conditions of Purchase. Other conditions shall not become part of the contract, even if we do not expressly object to them. If we accept the delivery/service without express objection, it may not be inferred from this under any circumstances that we have accepted your terms of delivery. These General Terms and Conditions of Purchase shall also apply to all future contractual relations with you, even if they are not expressly agreed again.

1.2 Our orders must be confirmed by you in writing within 10 days. After expiry of this period, we shall no longer be bound by them.

1.3 Only orders placed in writing are legally binding. Only the content of our written order shall be valid. Orders placed orally or by telephone require subsequent written confirmation in order to be legally valid. The same shall apply to verbal subsidiary agreements and amendments to the contract. Orders, delivery schedules as well as their amendments and supplements may - subject to prior written agreement - also be made by means of remote data transmission or machine-readable data carriers.

1.4 The conclusion of the contract shall be treated confidentially. You may only refer to business connections with us in advertising materials after our written consent.

1.5 Any samples, drawings, models, tools and the like made available to us shall be our property. We reserve all copyrights to them. They shall be returned to us free of charge without request as soon as they are no longer required for the execution of the order. They may not be used for other purposes, reproduced or made available to third parties without our written consent. Products manufactured according to our specifications or documents or with our tools may not be used by the supplier himself or by third parties without our written consent.

1.6 The contracting parties undertake to treat as business secrets all commercial or technical details which are not in the public domain and which become known to them as a result of the business relationship. In particular, the supplier undertakes to use the knowledge and experience acquired by him on the occasion of the execution of our order exclusively for the execution of orders placed by our company and not to disclose such knowledge to third parties. Subcontractors shall be bound accordingly. If one of the contractual partners recognizes that information to be kept secret has come into the possession of an unauthorized third party or that a document to be kept secret has been lost, it shall immediately inform the other contractual partner thereof. In the event of breaches of confidentiality, business secrecy and similar obligations, we expressly reserve the right to take civil or, if necessary, criminal action.

1.7 We shall be entitled to demand changes and corrections in the scope of performance and in the manner of execution, in particular such changes and corrections as are requested by us for technical reasons or approved by us, even after conclusion of the contract, provided that this is reasonable for you. Insofar as such changes and corrections are carried out by you without significant costs, they are included in the price (Section 2.1). Otherwise, changes and additions to the ordered deliveries/services, insofar as they are connected with the subject of the order in a manner corresponding to its intended purpose, shall be carried out at our request under the same conditions and on the same price basis, unless there is such a significant change in the scope of the order or the market situation that new price determinations become necessary. If such additional orders or other changes make a price reduction possible, we shall be entitled to it. In such cases, the delivery period shall be renegotiated.

1.8 Customary clauses shall be interpreted in accordance with the Incoterms valid at the time.
 

2.0 Prices, Shipping, Packaging

2.1 The agreed prices are fixed prices, apply free domicile and exclude subsequent claims of any kind. Costs for packaging, insurance and transport to the shipping address or place of use specified by us as well as for customs formalities and customs duties are included in these prices. The agreement on the place of performance shall not be affected by the type of pricing.

2.2 Each delivery shall be notified to us immediately after execution by means of a dispatch note which shall be precisely itemized according to type, quantity and weight. Our order number shall be indicated on dispatch notes, consignment notes, invoices and all correspondence with us.

2.3 We shall only accept the quantities or numbers of items ordered by us. Over- or under-deliveries are only permissible after prior agreement with us.

2.4 Shipment shall be at your risk. The risk of any deterioration, including accidental loss, shall thus remain with you until delivery to the shipping address or place of use requested by us. If in individual cases delivery ex works has been agreed, you shall choose the mode of transport prescribed by us, otherwise you shall be responsible for the most favorable shipment and for the correct declaration. In this case you shall also be liable for transport damage.

2.5 Your obligation to take back the packaging shall be governed by the statutory provisions. The goods shall be packed in such a way that transport damage is avoided. Packaging materials shall only be used to the extent necessary to achieve this purpose. Only environmentally friendly packaging materials may be used. If, by way of exception, we are invoiced separately for packaging, we shall be entitled to return this packaging, which is in good condition, to you carriage paid against payment of 2/3 of the invoice amount.
 

3.0 Invoicing and payment

3.1 Invoices shall be submitted to us separately in duplicate with all associated documents and data in proper form after delivery has been made. Invoices not properly submitted shall only be deemed to have been received by us from the time of correction.

3.2 Payment shall be made in the customary manner and - unless otherwise agreed - either within 14 calendar days with a 3% discount or after 30 calendar days net, calculated after delivery/service and receipt of invoice. Our payment shall neither constitute an acknowledgement of proper performance nor a waiver of your liability for claims based on defects.

3.3 Insofar as certificates of material tests have been agreed, they shall form an integral part of the delivery and shall be sent to us together with the invoice. However, they must be received by us no later than 10 calendar days after receipt of the invoice.

3.4 In the event of defective delivery, we shall be entitled to withhold payment in proportion to the value until proper performance. In all other respects, we shall be entitled to the full statutory rights of set-off and retention.

3.5 The assignment of claims against us shall only be effective with our written consent.

3.6 In the case of advance payments, you shall provide appropriate security, e.g. a bank guarantee, upon request.
 

4.0 Delivery dates, delay in delivery

4.1 The agreed delivery dates shall be binding. The receipt of the goods in the agreed quantity and quality at the place of receipt or use specified by us shall be decisive for compliance with the delivery date or the delivery period. You shall keep the delivery items, in particular in the case of blanket orders, in the form of proper warehousing which can be called off by us at any time.

4.2 If you realize that an agreed deadline cannot be met for any reason, you shall notify us in writing without delay, stating the reasons and the expected duration of the delay.

4.3 If you are in default with the delivery, we shall be entitled to the statutory claims.

4.4 In the event of earlier delivery than agreed, we reserve the right to return the goods at your expense. If no return is made in the case of early delivery, the goods shall be stored by us at your expense and risk until the delivery date. In the event of early delivery, we reserve the right to make payment only on the agreed due date.

4.5 We accept partial deliveries only upon express agreement. In the case of agreed partial deliveries, the remaining quantity shall be listed, stating the subsequent delivery date.
 

5.0 Warranty

5.1 Defects in the delivered goods, insofar as they can be detected during inspection in the ordinary course of business, shall be notified by us within 10 days of receipt of the goods. Defects which could not be detected during such an inspection shall be notified to us within 10 days of becoming aware of them. To meet the deadline, it is sufficient to send the notice of defects to you.

5.2 We shall be entitled to the statutory warranty claims against you. You shall be liable to us to the extent provided by law, in particular for all damages arising from the breach of a contractual obligation. In the event of subsequent performance, we shall have the exclusive right to choose between rectification of defects and new production/performance.

5.3 The limitation period for our claims and rights due to defects in the deliveries/services - irrespective of the legal grounds - shall be 4 years. This period shall also apply if the claims are not related to a defect. Longer statutory limitation periods shall remain unaffected, as shall the provisions on the commencement of the limitation period, the suspension of the running of the limitation period, the suspension and the recommencement of limitation periods.
 

6.0 Product liability, insurance cover

6.1 You shall indemnify us upon first request against all claims of third parties, including the costs necessary to defend against such claims, which are based on product damage caused within the Supplier's sphere of control and organization.

6.2 You shall also reimburse us for the costs of recall actions initiated by us for this reason, if necessary also as a precautionary measure.

6.3 You undertake to take out and maintain product liability insurance including the recall risk with a sum insured appropriate to the subject matter of the contract and to submit the insurance policy to us for inspection upon request.
 

7.0 Industrial property rights

7.1 You warrant and represent that all Deliveries are free from third party proprietary rights and, in particular, that the delivery and use of the Deliverables does not infringe any patents, licenses or other proprietary rights of third parties.

7.2 You shall indemnify us and our customers upon first request against claims of third parties arising from any infringements of industrial property rights and shall also bear all costs incurred by us in this connection.

7.3 We shall be entitled to obtain permission to use the relevant delivery items and services from the entitled party at your expense.
 

8.0 Retention of title

8.1 All parts (reserved goods) and tools provided by us shall remain our property. If you carry out any processing or transformation, this shall be done on our behalf. If our reserved goods are processed with items not owned by us, we shall acquire co-ownership of the newly created item in the ratio of the value of the reserved goods supplied by us to the other processed items at the time of processing. The same shall apply if an item provided by us is inseparably mixed with other items not belonging to us. If, after the mixing, the supplier's item is to be regarded as the main item, you undertake to transfer to us the pro rata co-ownership. In any case, the supplier shall keep our sole ownership and/or co-ownership for us.

8.2 All tools, parts and documents (samples, drawings, models, tool plans and the like) received from us may only be utilized by you and/or passed on to third parties or made accessible to third parties outside of this contract with our written consent. After fulfillment of the respective contract, you shall return them to us immediately at your own expense.
 

9.0 Final provisions

9.1 Should individual parts of these General Terms and Conditions of Purchase be legally invalid, the validity of the remaining provisions shall not be affected thereby.

9.2 You are not entitled to pass on the order or significant parts of the order to third parties without our prior written consent.

9.3 We will treat your personal data in accordance with the Federal Data Protection Act and expect this to be the case.

9.4 The place of performance and exclusive place of jurisdiction for deliveries and payments (including actions on bills of exchange and checks) as well as for all disputes arising between the parties from the contracts concluded between them shall be Offenburg, provided that you are a merchant within the meaning of the German Commercial Code (HGB). However, we reserve the right to sue you at any other admissible place of jurisdiction.

9.5 If you suspend your payments or if insolvency proceedings are instituted against your assets, judicial or extrajudicial composition proceedings, etc., we shall be entitled to rescind the contract.

9.6 The language of the contract shall be German. If the contracting parties use another language in addition, the German wording shall prevail.

9.7 The law of the Federal Republic of Germany shall apply exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods.