GENERAL TERMS AND CONDITIONS of the Meiereigenossenschaft Holtsee-
Ascheberg eG (brand name Holtseer Landkäserei) for end customers / consumers
1. Scope and providers
1.1 Our deliveries, services and offers are made exclusively on the basis of these General Terms and Conditions. The General Terms and Conditions therefore apply to companies for all future business relationships, even if they are not expressly agreed again. The inclusion of general terms and conditions of a customer, which contradict our General Terms and Conditions, is hereby contradicted.
1.2 These terms and conditions apply to all orders that the customer can make in the online shop and the public sales areas of the Meiereigenossenschaft Holtsee-Ascheberg eG, Dorfstraße 2, 24363 Holtsee.
1.3 The product range is aimed exclusively at customers who have reached the age of 18 years.
1.4 The contract language is exclusively German.
1.5 The customer can retrieve and print the currently valid General Terms and Conditions on the website www.holtseer.de.
2. Conclusion of contract
2.1 The presentation of goods does not constitute a binding application for the conclusion of a purchase contract. Rather, it is a non-binding request to order goods in the online shop and the public sales areas.
2.2 The customer can select from the range of the supplier products, in the online shop, in particular gift baskets, and collect them in the online shop via the ‘Add to basket’ button in a shopping basket. By clicking on the ‘Send order’ button he makes a binding request to buy the goods in the shopping basket. Before sending the order, the customer can change and view the data at any time. By submitting the order, the customer declares that he has accepted the applicable contractual terms and conditions in his application.
2.3 After receipt of the purchase offer, the customer will receive an automatically generated email confirming that we have received the order (acknowledgment of receipt). This confirmation of receipt does not constitute acceptance of the purchase offer. A contract is not yet concluded by means of the acknowledgment of receipt.
2.4 A purchase contract for the goods is only concluded when we expressly declare the acceptance of the purchase offer (order confirmation) or when we provide the goods – without prior express acceptance – for the customer. For orders made in the online shop, the contract is saved while ensuring the principles of data protection are observed.
2.5 Orders can only be made in normal household quantities.
The prices quoted on the product pages include the statutory value added tax and other price components and are quoted plus the respective shipping costs and where indicated plus a deposit. The customer can find out about the shipping and pledge costs at www.holtseer.de.
4. Terms of payment / Default
4.1 Payment can be made on site either by:
– Direct debit (debit card)
– Cash payment
– On account (only available for companies)
Other options available via the online shop:
– Sepa direct debit mandate
– Sofortüberweisung (immediate transfer)
4.2 We are responsible for the selection of the payment methods available. In particular, we reserve the right to offer the customer only selected payment methods for payment, for example, to secure our credit risk, we may only offer advance payment.
4.3 In the case of payment by direct debit, the customer shall be liable for any costs incurred as a result of a chargeback of a payment transaction due to insufficient funds or due to incorrectly transmitted bank details.
4.4 Payment of the purchase price is due immediately upon conclusion of the contract. If the due date of the payment is determined based on the calendar, the customer shall already be in default if the date has passed. In this case, he has to pay us default interest of 5 percentage points above the base rate for the year. For each reminder sent after the default has occurred, the customer will be charged a reminder fee of EUR 2.50, unless a lower or higher damage is proven in individual cases.
5. Set-off / Right of retention
The customer may only offset their own claims against our claims or withhold any services owed by him, if his counterclaims are undisputed or have been legally established or have been established in the same contractual relationship.
The dispatch of the ordered goods takes place in our sales rooms in Holtsee or in Kiel. If the goods are ordered via our online shop, shipping is possible under consideration of the respective shipping costs.In this case, the following conditions apply.
6.1 Unless otherwise agreed, the goods shall be delivered from our warehouse to the address specified by the customer.
6.2 Deliveries are only possible within Germany. Fresh and refrigerated deliveries cannot be delivered to the German islands.
6.3 If not all ordered products are in stock, we are entitled to deliver partial deliveries, as far as this is reasonable for the customer. Any deadlines will only begin upon receipt of the last partial delivery.
6.4 If the supply of perishable goods is the subject of this contract, the following applies: The customer ensures the acceptance of perishable goods at the agreed delivery date by means of suitable precautions, e.g. by accepting the goods themselves, instructing a person to accept them at the specified delivery address or notifying us of the name and address of a
neighbour prepared and authorised to accept.
6.5 The delivery of ordered goods is subject to the availability of the goods. If this is not available at the time of ordering, the customer will receive a notification of the expected delivery date and the order will be reserved by us. As soon as the goods are in stock, they are sent to the customer without further notification to the customer. In the case of unavailability, especially because a limited stock of goods marked as such is exhausted (e.g. vintage wine), the customer will be informed by us. Payments already made will be refunded immediately.
6.6 By way of exception, we are not obligated to deliver the ordered goods if we have ordered the goods properly but have not been supplied correctly or on time (congruent hedging transaction). The prerequisite is that we are not responsible for the lack of availability of goods and have informed the customer of this fact immediately. In addition, we must not have assumed the risk of obtaining the ordered goods. If the goods are unavailable, we will immediately reimburse the customer for payments already made. We do not assume the risk of having to procure ordered goods (procurement risk). This also applies to the ordering of goods, which is described only by their nature and their characteristics (generic goods). We are only obliged to deliver from our stock of goods and the goods we order from our suppliers.
7. Transport damage
7.1 If goods are delivered with obvious transport damage, the customer must immediately report such errors to the deliverer and contact us as soon as possible.
7.2 Failure to make a complaint or make contact has no consequences for the customer with regard to the statutory warranty rights. However, the customer helps us assert our own claims against the carrier or the transport insurance.
8. Retention of title
The goods remain our property until full payment of the purchase price.
If the customer is an entrepreneur within the meaning of section 14 BGB (German Civil Code), the following also applies:
– We reserve ownership of the goods until the complete settlement of all claims from the current business relationship. Before the transfer of ownership of the reserved goods, a pledge or security transfer is not permitted.
9. Right of revocation
As a consumer, the customer is entitled to a right of revocation in accordance with the instructions listed at https://holtseer.de/shop/widerrufsbelehrung.pdf. A consumer is any natural person who enters into a legal transaction for purposes which are predominantly
neither commercial nor self-employed.
9.1 The right of revocation does not exist
– in the supply of goods that are not prefabricated and for the manufacture of which an individual selection or determination by the customer is authoritative or which are clearly tailored to the personal needs of the customer,
– In the case of delivery of goods that can spoil quickly or where the expiration date would be quickly exceeded,
– in the case of delivery of sealed goods which are not suitable for return for reasons of health or hygiene, if their seal has been removed after delivery,
– in the case of delivery of goods, if, due to their nature, they were inseparably mixed with other goods after delivery.
9.2 The customer must avoid damage and contamination. The customer has to send the goods back to us as far as is possible in its original packaging with all accessories and with all packaging components. If necessary, the customer should use protective outer packaging. If the customer no longer possesses the original packaging, he/she shall provide suitable packaging for adequate protection against transport damage, in order to avoid claims for damages due to defective packaging.
9.3 The customer should call us at 04357-9971-24 before returning it to give notice of the return. In this way, he/she enables us to assign the products as quickly as possible.
9.4 The customer should note that the modalities mentioned in the preceding paragraphs 2 and 3 are not a prerequisite for the effective exercise of the right of revocation.
10.1 Unless expressly agreed otherwise, the warranty claims of the customer are based on the statutory provisions of purchasing law (sections 433 et seq. BGB (German Civil Code)).
10.2 If the customer is an entrepreneur within the meaning of section 14 BGB (German Civil Code), the statutory provisions with the following modifications apply:
– With respect to the condition of the product, only our own information and the product description of the manufacturer are binding, but not public promotions and statements and other advertising of the manufacturer.
– The customer is obliged to inspect the goods immediately and with due care for quality and quantity deviations and to notify us of obvious defects within 7 days from receipt of the goods. A timely dispatch is sufficient for adhering to the deadline. This also applies to hidden defects discovered later from the time of their discovery. In the event of a violation of the
obligation to inspect and notify, assertion of the warranty claims is excluded.
– In the case of defects, we provide warranty at our option by means of repair or replacement (supplementary performance). In the case of rectification or repair, we do not have to bear the increased costs incurred by the shipment of the goods to a place other than the place of performance, unless the shipment corresponds to the intended use of the goods.
– If subsequent performance fails twice, the customer may demand a reduction or withdraw from the contract.
– The warranty period is one year from the date of delivery.
11.1 We are liable for intent and gross negligence. Furthermore, we are liable for the negligent breach of obligations, the fulfilment of which makes the proper execution of the contract possible in the first place, the breach of which endangers the achievement of the purpose of the contract and on the compliance of which the customer may regularly rely. In the latter case, however, we are only liable for foreseeable, contract-typical damage. We are not liable for slightly negligent violation of obligations other than those mentioned in the preceding sentences. The above exclusions of liability do not apply to injury to life, limb and health. Liability under the Product Liability Act remains unaffected.
11.2 The limitations of paragraph 1 also apply in favour of our legal representatives and vicarious agents if claims are asserted directly against them.
11.3 According to the current state of the art, data communication via the Internet cannot be guaranteed to be error-free and / or available at all times. We are not liable for the constant and uninterrupted availability of our online trading system.
12. Alternative Dispute Resolution
Please note that in addition to the ordinary legal process, the customer also has the option of settling disputes out of court in accordance with Regulation (EU) No. 524/2013. Details can be found in Regulation (EU) No 524/2013 and at the Internet address: http://ec.europa.eu/consumers/odr . Our email address is: firstname.lastname@example.org. We endeavour to settle any disagreements with our customers by mutual agreement. According to section 36 VSBG (Consumer Dispute Resolution Act) we point out that we are not obliged to participate in an out-of-court dispute resolution procedure before a consumer arbitration board.
13. Final provisions
13.1 Should one or more provisions of these General Terms and Conditions be or become ineffective, this shall not otherwise affect the validity of the remaining provisions.
13.2 Contracts between us and the customer are governed exclusively by German law, excluding the provisions of the United Nations Convention on Contracts for the International Sales of Goods (CISG, “UN Sales Convention”). Mandatory provisions of the country in which the customer usually resides, remain unaffected by the choice of law.
13.3 If the customer is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction for all disputes arising from or in connection with contracts between us and the customer is our place of business.
As at: June 2019
GENERAL TERMS AND CONDITIONS OF PURCHASE of Meiereigenossenschaft Holtsee-Ascheberg eG (brand name Holtseer Landkäserei) for suppliers
1. Scope and form of purchasing conditions
1.1 The following General Terms and Conditions of Purchase apply exclusively to all orders of the Meiereigenossenschaft Holtsee-Ascheberg eG (et seq. Holtseer Landkäserei), irrespective of whether the supplier manufactures the goods himself or purchases them from suppliers (sections 433, 650 BGB (German Civil Code)). Our current Terms and Conditions of Purchase shall also apply to all future legal transactions with our suppliers without a renewed inclusion agreement. We will inform our suppliers immediately about any changes to the conditions of purchase.
1.2 Conflicting or differing terms and conditions of our supplier do not apply, unless we have expressly agreed to their validity. The acceptance of deliveries and the payment of the purchase price shall not be considered as implied consent to the supplier’s terms and conditions even without an express objection to the supplier’s terms and conditions.
1.3 The General Terms and Conditions of Purchase only apply if the supplier is an entrepreneur (section 14 BGB (German Civil Code)), a legal entity under public law or a public-law special fund.
1.4 Legally relevant declarations and notices of the supplier in relation to the contract (e.g. setting of deadlines, reminders, withdrawal) must be submitted in writing, i.e. in writing or text form (e.g. letter, email, fax). Statutory formal requirements and further proof, especially in case of doubt concerning the legitimacy of the declarant, remain unaffected.
2. Enquiries | Offers | Orders | Correspondence
2.1 Our enquiries with the supplier are non-binding and do not represent a binding offer or a binding order.
2.2 Offers from the supplier are made free of charge.
2.3 Our order is deemed as binding no earlier than upon written delivery or confirmation. In the event of obvious errors (e.g. typing and miscalculation) and incompleteness of the order, including the order documents, the supplier must inform us for the purposes of correction or completion before acceptance; otherwise the contract is deemed not to be concluded. The supplier is obligated to confirm our order in writing within a period of two days or in particular to carry it out unreservedly by sending the goods (acceptance). Late acceptance is deemed to be a new offer and requires acceptance by us.
2.4 The supplier must immediately check our order and all documents provided by us for their factual and technical correctness. He/she must inform us immediately in writing of any complaints and concerns concerning the requested execution.
2.5 If the supplier deviates from our order in his order confirmation, he must indicate this clearly. The contract is only concluded in this case if we expressly agree to the change.
2.6 The supplier must indicate the material number / product number and material description as well as the respective Holtseer Landkäserei order or contract number (if available) on all correspondence.
3.1 The prices specified or agreed in the order are fixed net prices and exclude additional claims of the supplier. The applicable value added tax must be shown separately.
3.2 The agreed prices are fixed prices and apply including transport costs to the delivery address, packing and insurance costs stated by us.
4. Accounting | Terms of payment | Cash discount
4.1 Invoices shall be submitted to us in due form together with all associated documents and data after delivery / service performance. The invoice must contain all required order, packaging and delivery information. Invoices that have not been submitted properly are deemed to have been received by us once they are correct. The supplier is responsible for all consequences and delays resulting from non-compliance with the aforementioned stipulations, unless he/she can prove that he/she is not at fault. Invoices that can not be checked may be rejected in return for a payment. For this we charge a handling fee of € 20.00 per transaction.
4.2 The payment and discount period starts on receipt of the invoice, but not prior to faultless and complete fulfilment of the contract (including a possibly agreed acceptance). In the case of bank transfer, the payment has been made on time if our transfer order is received by our bank before the end of the payment period; we are not responsible for delays by the banks involved in the payment transaction.
4.3 Payments shall be made, unless an individual agreement has been expressly made with the supplier in the order or contract, within 14 days after proper receipt of goods and invoices with a deduction of 3% discount or net within 30 days.
4.4 We are entitled to set-off and retention rights as well as the plea of non fulfilment of the contract to the extent provided for by law. In particular, we are entitled to withhold payments due as long as we still have claims against the supplier as a result of incomplete or defective services.
5. Delivery dates | Quantities | Contractual penalty
5.1 The agreed delivery dates and delivery times are binding, unless otherwise agreed. If a delivery period is agreed, the supplier must notify the exact date at least 48 hours before delivery.
5.2 In the case of earlier delivery than agreed, a return can be made at the expense of the supplier. If there is no return in the event of premature delivery, the goods shall be stored by us until the delivery date at the expense and risk of the supplier. In the case of early delivery, the payment need not be made until the agreed due date. Partial services and quantity deviations require our express prior approval.
5.3 In the event of circumstances that may cause a delay in delivery, the supplier must notify us immediately and take all necessary measures to ensure that the agreed delivery date can be met or that there is only a slight delay. The notification of a probable delivery delay does not change the agreed delivery date. The costs incurred by us as a result of culpably omitted or delayed information shall be borne by the supplier.
5.4 If the supplier is in default, we can demand – in addition to further legal claims – a flat-rate compensation fee for our default damage of 0.2% of the net order value per working day, but no more than 5% of the net order value of the delayed delivered goods. We reserve the right to prove that a higher level of damage has occurred. The supplier reserves the right to prove that no or only a significantly lesser degree of damage has occurred. In the event of unconditional acceptance of the goods, we shall be entitled to assert the contractual penalty – in addition to performance – if we declare the reservation to the supplier within 5 working days after receipt of the delayed goods.
6. Place of performance | Transfer of Risk
Place of fulfilment is the delivery address (destination) specified by us in the order. With delivery of the goods to us at the agreed destination, the risk of accidental loss or accidental deterioration passes to us. Insofar as an acceptance has been agreed, this shall be decisive for the transfer of risk. Incidentally, the statutory provisions of the contract of employment law apply accordingly in the event of acceptance.
7. Packaging | Disposal
The goods must be packed and transported in such a way as to avoid damage or spoilage during transport. Public-law provisions or individually agreed agreements on shipping, e.g. for the carriage of frozen goods, must be observed. The supplier is obliged to take back and dispose of the transport packaging at his expense.
8. Quality | Condition of the goods
8.1 The supplier undertakes to deliver faultless goods of the agreed quality. Any change in the goods planned by the supplier, in particular with regard to composition, must be notified to us immediately and requires our prior written consent in advance. The notification requirement also applies to the amendment of any certification.
8.2 The supplier warrants that the delivered goods, including packaging, labelling and traceability, comply with the applicable law in force in the Federal Republic of Germany and the European Union and may be placed on the market in the European Union. In the case of foodstuffs and food additives, however, not only the provisions of the German Foods, Commodities and Animal Feed Code / German Food and Feed Act (LFGB), the German Cheese Regulation, the Regulation on dairy products and the product liability regulations must be observed.
In the case of machines and machine parts, the supplier guarantees that they are suitable for food-grade use in the company in every respect and comply fully with food law regulations.
If the delivered goods are to be placed on the market outside the European Union as agreed, the supplier guarantees that the goods delivered to the Holtseer Landkäserei, including packaging, labelling and traceability, comply with the applicable law in the respective country of destination and may be placed on the market in the country of destination. In particular,
the supplier shall comply with the special safety and hygiene regulations applicable in the country of destination.
Insofar as the EU “REACH Regulation” applies to goods or components of goods, the respective substances must be registered or approved beforehand. Other requirements arising from this regulation must also be observed by the supplier.
9. Obligation to inspect and give notice of defects | Liability for material and legal defects
9.1 Incoming goods shall be inspected by us within a reasonable period of time for any quality and quantity deviations and, insofar as this is possible, in the ordinary course of business. When larger quantities or quantities of a product or raw material are delivered, meaningful or representative samples are sufficient.
In the case of obvious defects, the complaint will be made within a period offive working days from the date of delivery at the latest. In this case the day of delivery is not included. For food and food additives, a period of two working days from the date of delivery applies in the case of obvious defects, whereby the day of delivery is not included. In the case of quality defects identified in the course of laboratory tests, a period of notice of two working days applies, starting from when the respective laboratory result is available at the Holtseer Landkäserei. In this case, the day on which the Holtseer Landkäserei has the laboratory result, is not included. The supplier shall attach to the goods delivery the certificate concerning the respective batch with regard to the quality analysis carried out by the supplier.
Saturdays do not count as working days. If the goods are not accompanied by proper shipping documents at the time of delivery, the deadlines shall only commence on receipt of the proper papers.
In the case of hidden defects, a period of notice of two working days applies from the time of positive knowledge (discovery) of the defect. In this case, the day upon which the discovery was made is not counted.
Rejected goods are picked up by the supplier immediately from the place of performance after receipt of the complaint. The resulting costs shall be borne by the supplier.
9.2 If similar defects occur in more than 5% of the delivered goods (serial defects), we shall be entitled to reject the entire existing delivery quantity as defective and to assert the statutory and contractually agreed claims for defects.
If microbiological and / or chemical tests are carried out, the entire delivery quantity may be rejected by us as defective and the statutory and contractually agreed claims for defects asserted if similar defects occur at a rate of less than 5%. The relevant parameters and / or percentages are based on the statutory limits set by the Holtseer Landkäserei.
9.3 Without prejudice to our statutory rights and the preceding paragraphs: If the supplier does not fulfil its obligation to subsequent performance – at our discretion either by remedying the defect (repair) or by delivering a defect-free item (replacement) – within a reasonable period set by us, we can remove the defect ourselves and the supplier must reimburse the necessary expenses or we can demand a commensurate advance payment. If the supplementary performance by the supplier has failed or is unreasonable for us (e.g. due to particular urgency, endangerment of operational safety or imminent occurrence of disproportionate damage), no deadline is required; we will inform the supplier immediately of such circumstances, if possible beforehand.
9.4 The supplier warrants that all deliveries / services are free of third-party property rights and, in particular, that patents, licenses and other proprietary rights of third parties are not infringed by the delivery and use of the delivery items. If claims are made against Holtseer Landkäserei by third parties for infringement of property rights, the supplier indemnifies
Holtseer Landkäserei from these claims upon first request. The limitation period for these claims is three years and commences upon the transferral of risk.
9.5 The reciprocal claims of the contracting parties expire in accordance with the statutory provisions, unless otherwise stated below. Notwithstanding section 438 para. 1 no. 3 BGB (German Civil Code), the general limitation period for claims for defects is 3 years from the transfer of risk. Insofar as an acceptance has been agreed, the statute of limitations begins with the acceptance. The 3-year limitation period shall also apply accordingly to claims arising from defects in title, whereby the statutory limitation period for claims actio in rem of third parties (section 438 (1) no. 1 BGB (German Civil Code)) remains unaffected; in addition, claims arising from defects of title shall under no circumstances be statute-barred as long as the third party is still able to assert the right against us, especially in the absence of limitation.
The limitation periods of the purchase right including the above extension apply – to the legal extent – for all contractual claims for defects. Insofar as we are entitled to assert noncontractual claims for damages due to a defect, the statutory limitation period applies (sections 195, 199 BGB (German Civil Code)) if the application of the limitation periods of the purchase right in individual cases does not lead to a longer limitation period.
10. Force majeure and labour disputes
Force majeure and labour disputes release the contractual partners from their contractual obligations for the duration of the disruption and the extent of their effect. The contractual partners are obliged to provide the required information without delay and to adapt their obligations to the changed circumstances in good faith. We are entitled to withdraw from the
contract free of charge and are exempted from the obligation to accept the ordered delivery / service in whole or in part if the delivery / service is no longer utilisable due to the delay caused by force majeure or industrial action, taking into account economic considerations.
11. Product liability
11.1 For defects in the goods, which are due to a fault of the supplier, and for resulting claims for damages of third parties, including the necessary costs for the prosecution, the supplier indemnifies us on first request, as far as the supplier is liable themselves in the relationship with third parties.
11.2 In the context of its liability, the supplier is also obliged to reimburse expenses resulting from or in connection with a warning or recall carried out by us.
11.3 Our supplier is obliged to sufficiently insure itself against all risks with respect to product liability, including recall risk and liability for financial losses, and to submit the insurance policy to us for inspection upon request. The sum insured for each individual case must be at least EUR 5 million and at least EUR 10 million per year. The insurance cover must be kept at least until the expiry of the defect liability.
12. Energy / Environmental management
We are aware that only sustainable business has long-term success. That’s why the Holtseer Landkäserei has committed itself to using all energy resources sparingly. To confirm this, we decided to implement an energy management system.
When considering the entire process chain, it is also necessary to make the upstream processes as energy-saving as possible. We expect this from all of our suppliers. If you are certified according to DIN EN ISO 50001 or a comparable system, please send us a copy of your current certificate. The presence of a corresponding certificate has an impact on our supplier rating.
13. Rights of retention
The supplier has a set-off or right of retention only on the basis of legally established or undisputed counterclaims.
14. Transfers of contractual obligations | Assignment of claims
14.1 The transfer of contractual obligations by the supplier to another person or the transfer of orders to third parties is inadmissible without our written consent and entitles us to withdraw completely or partially from the order and claim damages.
14.2 The supplier is not entitled to assign claims against us to a third party or have them collected by third parties without our prior written consent. If the supplier withdraws a claim against us without corresponding consent, it shall still be effective. However, we are then entitled to make our choice and with a discharging effect on the supplier or the third party.
15. Handling Information | Secrecy | Property rights
15.1 The supplier is obliged to keep strictly confidential all information, drawings, calculations, quantities, models, tools, standard specification sheets, printed templates, technical documentation and other data (‘information’) received in the context or on occasion of the execution of the contract and accordingly keep such materials safe and inaccessible.
15.2 This information may only be disclosed to third parties with our express consent. This information must be sufficiently protected by the supplier from access by persons who are not involved in the performance of the contract. Upon termination of the supply relationship, the supplier shall, upon our request, return to us all documents containing information of the type mentioned. This obligation does not exist if the information is generally known or accessible or has become so during the term of the contract. The obligation of secrecy also exists beyond the termination of the respective supply relationship.
15.3 We reserve all intellectual property rights to all information of the kind described. If the information only acquires the characteristics of industrial property rights through the activities of the supplier, this activity is deemed to have been undertaken for us.
16. Retention of title | Further security rights of the supplier
Unless otherwise agreed, with regard to the retention of title rights of the supplier only his simple reservation of title applies. Other securing means do not apply.
17. Advertising bans
The use of the fact of the contractual relationship in reference lists or for any other type of advertising requires our express prior written permission.
18. Certificates of origin | Notification of export restrictions
At our request, the supplier must name the origin of the goods delivered by him, their manufacturers or their own suppliers. Documentary evidence requested by us, e.g. Certificates of origin, which are necessary for obtaining customs or other benefits and for customs clearance as well as all related processes, actions, etc., shall be provided by the supplier before the delivery is carried out.
The supplier shall inform us in writing without being asked if his deliveries are wholly or partly subject to import and / or export restrictions.
19. Place of jurisdiction | Applicable law | Social standards
19.1 For these General Terms and Conditions of Purchase and the contractual relationship between us and the supplier, the law of the Federal Republic of Germany applies, excluding international uniform law, in particular the UN Sales Convention.
19.2 If the supplier 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 place of jurisdiction for all disputes arising from the contractual relationship is our international headquarters in Holtsee. The same applies if the supplier is an entrepreneur within the meaning of section 14 BGB (German Civil Code). However, in all cases, we are also entitled to file a claim at the place of performance of the delivery obligation in accordance with these General Terms and Conditions of Purchase or a priority individual agreement or at the general place of jurisdiction of the supplier. Priority laws, especially exclusive jurisdictions, remain unaffected.
19.3 The supplier is obliged to comply with all applicable statutory provisions in connection with the contractual relationship. This concerns in particular antitrust, labour and environmental protection regulations. The supplier will ensure that the products he delivers comply with all relevant requirements for placing products on the market in the European
Union. He/she has to prove compliance on request by presenting relevant documents. The supplier will make reasonable efforts to ensure that its subcontractors comply with the obligations of the supplier in this section 19.3.
20. Severability clause | Contract language
20.1 Should individual parts of the General Conditions of Purchase be legally invalid, the validity of the remaining provisions shall not be affected. The contracting parties undertake to replace the ineffective provision with a valid provision which comes as close as possible to
the sense and economic purpose pursued by the parties with the invalid provision. The same applies in the case of a contractual omission.
20.2 The contract language is German. If contract documents are also available in another language, only the German contract version shall prevail.
As at: June 2019