General Terms and Conditions of Catchup Applications KG

General Terms and Conditions of Catchup Applications KG

– Version: 30th of August 2021 –

Preamble

Catchup Applications KG (hereinafter “we”) creates and markets mobile applications for use over networks and the Internet. In addition, we provide services in the area of ​​consulting and support for IT projects, as well as the licensing of mobile applications.

The following general terms and conditions apply to all services provided by Catchup Applications KG.

I. Scope

1. These general terms and conditions apply to all – including future – contracts with companies, legal entities under public law and special funds under public law for delivery and other services, including the delivery of non-fungible items and programs, as well as the provision of services. The General Terms and Conditions expressly do not apply to end-users.
2. Deviating or supplementary terms and conditions of the customer are not part of the contract, the inclusion of such supplementary terms and conditions is expressly contradicted. An inclusion only takes place if we have expressly agreed to its validity individually or in text form and in writing.

II. Conclusion of contract

1. Our offers are generally non-binding. Verbal agreements, commitments, assurances and/or guarantees given by us or our employees, also in connection with the conclusion of the contract, only become binding on the content of the contract if we confirm them in writing or in text form.
2. If we send documents to an porposal or offer, for example enclose screenshots, drafts, illustrations, drawings, processes or performance specifications, these are only exemplary unless we have expressly designated them as binding in writing or in text form. We reserve the right to make changes, insofar as these changes do not fundamentally change the subject matter of the contract and insofar as the contractual purpose of the delivery and service is not restricted or altered by the change in a way that is unreasonable for the customer. An order is only deemed to have been accepted by us if it has been confirmed by us in writing, by telex or in text form. Receipt of the delivery note by the purchaser or the start of the performance owed by us is also considered confirmation.

III. Prices

1. The prices we quote are net prices.
2. If we state prices in offers, these are expressly shown as fixed prices or as prices according to expenditure. When providing services and advice, our services are regularly charged in accordance to the necessary expenditures. The costs of the expense calculation result from our current service price list, which is part of the contract.
3. Unless expressly agreed or promised in writing or in text form, the prices quoted by us do not include packaging costs, transport costs, insurance fees, any costs of banking and payment transactions, as well as costs for the installation and provision of storage space and any network access, plus any expenses such as travel and accommodation costs, provided these are reasonable for the provision of our services.
4. If we have concluded a maintenance, update, service or rental contract with the customer, we are entitled to adjust prices in accordance with the price adjustment clause presented below.

IV. Price adjustment for ongoing obligations

1. If we have concluded a maintenance, support, licensing or consulting contract with the customer, we are entitled to adjust the prices agreed at the beginning of the contract if the present conditions apply.
   A price adjustment can be made by us for the first time after 12 months have elapsed since the start of the ongoing obligation.
2. We will inform the customer of the price adjustment in writing with a notice period of at least three months to the end of a calendar month.
3. We will determine the extent of the price increase at our discretion.
4. The customer is free to object to the price adjustment within a period of no more than four weeks after receipt of the request for an increase. The objection must be communicated to us in writing or in text form.
5. After receiving an objection, we decide whether the contract should be continued under the previous conditions, whether a renegotiation of our price increase request will be carried out, or whether the contract will be terminated when the price increase request actually comes into force. We will also inform the customer of this in writing or in text form within a period of four weeks.
6. If a price increase request is rejected by the customer and there is still a remaining term of the original contract, the contract will be executed under the previous conditions until the end of the remaining term. At the end of the remaining term, the contract will be terminated without the need for renewed termination.
7. If there is no objection to our request for an increase, the increased fees will come into effect upon expiry of the notice period and will form the basis of the contractual relationship from this point in time.

V. Payments and settlements

1. Unless otherwise agreed or stated in our invoices, the invoiced amount is due for immediate payment without deduction. Payment must be made in such a way that we can dispose of the amount on the due date. The customer bears the costs of payment transactions.
2. Unless otherwise agreed, any monthly costs are due as soon as the provision of the owed service has been reported and the regulations for acceptance (XV.) have been met. This also applies in particular if the customer’s obligations to cooperate have not yet been completely fulfilled.
3. If a term of payment is stated on our invoice, the customer is in default of the payment if he does not effect the payment to us by the end of the last day of the specified term of payment. In addition, the customer is in default of payment no later than 30 days after receipt of the invoice, unless there are reasons that lead to an earlier default (see above).
4. If payment terms are exceeded, at the latest after 30 days from receipt of our invoice, the customer is in default. From this point in time, we will charge default interest of 10 percentage points above the base interest rate, unless we can prove that we have suffered a higher interest loss. We expressly reserve the right to assert further damage caused by delay, as well as the assertion of further rights and claims to which we are entitled.
5. If, after conclusion of the contract, it becomes apparent that our payment claims are at risk due to the purchaser’s inability to pay, or if the purchaser defaults on a significant amount of payment, or if other circumstances arise which indicate a significant deterioration in the purchaser’s solvency after the conclusion of the contract, we are at liberty the rights of Section 321 of the German Civil Code (defence of insecurity). We are then also entitled to call in all claims from the current business relationship with the customer that are not yet due.
6. It is only possible to offset our claims for payment against the customer’s claims if the claims have either been recognized by us or have been established by a court. Offsetting against amounts not due or not recognized by us or determined by a court is excluded.

VI. Execution of the delivery, delivery times and deadlines

1. Information on delivery times are generally approximate. Something else only applies if a delivery time or a delivery time has been expressly confirmed by us in writing or in text form. If a delivery time according to periods has been agreed upon, the delivery time only begins when the customer has clarified all cooperation services, both commercial and technical, to us in a binding manner and the customer has fulfilled his obligations to cooperate, e.g. B. has provided the required official certificates or approvals or made a down payment (if agreed). If the customer has not provided the necessary cooperation services, the delivery time only begins at the point in time at which all cooperation services have been provided by the customer. This does not apply if we are responsible for the delay.
2. A delivery or service deadline is met if we inform or report to the customer on the agreed date that we are willing to perform and we have taken the necessary steps to enable the providers to make the relevant app available in their app stores.
3. In principle, we are entitled to provide partial services, which we can also invoice separately. The provision of partial services is only excluded if the service ordered can only be used if it is performed as a whole.
4. The delivery periods are extended to a reasonable extent in the event of measures in the context of labor disputes, in particular strikes and lockouts, as well as the occurrence of unforeseeable obstacles that are beyond our will and sphere of influence, insofar as such obstacles can be proven to have a significant influence on the manufacture or delivery of the subject matter of the contract. This also applies if the circumstances occur at sub-suppliers. We will inform the customer of such circumstances immediately. These regulations apply accordingly to delivery dates.

VII. Passing of Risk and Acceptance

1. The risk of loss passes to the customer at the latest when the products to be delivered are dispatched; this also applies if we make use of our right to deliver partial deliveries, provided that we bear the shipping costs or if we undertake to transport the object of performance. Deviating from this, if acceptance is mandatory by law, this acceptance to be carried out is decisive for the transfer of risk. According to the conditions regulated below, acceptance must take place immediately on the acceptance date, otherwise immediately after notification of the acceptance capability of the services to be delivered by us.
2. If the products to be delivered by us are delayed or not shipped or if acceptance is delayed as a result of circumstances for which we are not responsible, the risk passes to the orderer.

VIII. Warranty, Material Defects

1. The warranty period is one year from delivery or, if acceptance is required, from acceptance. This period does not apply to claims for damages by the customer resulting from injury to life, limb or health or from intentional or grossly negligent breaches of duty by the seller or his vicarious agents, which become statute-barred in accordance with the statutory provisions.
2. The services/products delivered must be carefully examined immediately after delivery to the customer or to a third party designated by him. With regard to obvious defects or other defects that would have been recognizable in an immediate, careful inspection, they are deemed to have been approved by the customer if we do not receive a written or electronic notification of defects within 7 working days of delivery. With regard to other defects, the services are deemed to have been approved by the customer if the notice of defects does not reach us within 7 working days after the point in time at which the defect became apparent; if the defect was already recognizable for the customer at an earlier point in time during normal use, this earlier point in time is decisive for the beginning of the period for notification of defects. The inspection and notification obligations according to the German Commercial Code (HGB) apply expressly.
3. In the event of material defects in the services delivered, we are entitled to choose within a reasonable period of time whether to carry out repairs or a replacement delivery first. As part of the rectification of defects, we are also entitled to provide a workaround solution that enables the object of performance to be used. If the attempt at supplementary performance we have chosen fails at least twice, or if the rectification or replacement delivery is impossible, unreasonable, refused or unreasonably delayed, the customer can withdraw from the contract or reduce the price appropriately.
4. If a defect is due to fault on our part, the customer can demand compensation for damages, taking into account the liability-limiting provisions of these General Terms and Conditions (see below) if certain conditions are met.
5. The warranty does not apply if the customer changes the service/product and/or has it changed by a third party without our consent and this makes it impossible or unreasonably difficult to remedy the defect. In any case, the customer has to bear the additional costs arising from the change regarding the elimination of defects. This applies in particular if the customer has changes to products or services created by us, in particular to software created by us, carried out himself or by third parties without permission, unless the customer can prove that the defect did not arise through his unauthorized intervention or that the elimination of defects was not made more difficult.
6. If we provide services as a service or consulting service, the guarantee is fundamentally excluded due to the service contract character of the service. In the case of the provision of advice/services, we provide the services promised by us to the best of our knowledge and belief and applying the care required in traffic.

IX. Property rights

1. In accordance with the following regulations, we guarantee that the products we deliver are free of industrial property rights or copyrights of third parties. Each contractual partner shall inform the other contractual partner immediately in writing if claims are asserted against him due to the infringement of such rights.
2. In the event that the subject of performance infringes an industrial property right or copyright of a third party, we will, at our discretion and at our expense, modify or replace the subject of performance in such a way that third-party rights are no longer violated, but the subject of performance continues to fulfill the contractually agreed functions or provide the client with the right to use the product by concluding a license agreement. If we are not able to do this within a reasonable period of time, the customer is entitled to withdraw from the contract, to reduce the purchase price appropriately or to terminate the rental contract. Any claims for damages by the customer are subject to the limitations on liability in general according to the following provision X of these General Terms and Conditions.
3. In the event of infringements of rights by products supplied by us from other manufacturers, we will, at our discretion, assert our claims against the manufacturers and sub-suppliers for the customer’s invoices or assign them to the customer. Claims against us in these cases only exist in accordance with the regulation on warranty claims and liability if the judicial enforcement of the above-mentioned claims against the manufacturer and sub-suppliers was unsuccessful or, for example due to insolvency, such legal action appears hopeless.

X. Liability in general, damages in the event of fault

1. Our liability for damages, regardless of the legal reason, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of obligations during contract negotiations and tortious acts, insofar as fault is involved in each case, is limited in accordance with the following provisions.
2. We are not liable in the event of simple negligence on the part of our organs, legal representatives, employees or other vicarious agents, unless there is a breach of essential contractual obligations.
   Essential to the contract are obligations for the timely delivery and installation of the object of performance, its freedom from defects of title, as well as such material defects that impair its function or usability more than insignificantly, as well as duties of advice, protection and care that are intended to enable the customer to use the product in accordance with the contract or to protect the life and limb of the customer’s personnel or to protect his property from significant damage.
3. Insofar as we are fundamentally liable for damages in accordance with these regulations, liability is limited to damages that we foreseen as a possible consequence of a breach of contract when the contract was concluded or that we should have foreseen if we had applied due diligence. In addition, indirect damage and consequential damage resulting from defects in the delivered product can only be compensated if such damage was typically to be expected when the product was used as intended.
4. In the event of liability for simple negligence, our company’s obligation to compensate for property damage and the resulting further financial losses is limited to an amount of €3,000,000.00 for personal injury and €500,000.00 for property damage per claim, even if it is a violation of essential contractual obligations.
5. The above exclusions and limitations of liability apply to the same extent in favor of the organs, legal representatives, employees and other vicarious agents of our company.
6. Insofar as we provide technical information or act in an advisory capacity and this information from the advice does not belong to the scope of services owed by us and contractually agreed, this is done free of charge and to the exclusion of any liability.
7. The limitation of this regulation does not apply to our liability for intentional behavior, for guaranteed quality features, for injury to life, limb or health or under the Product Liability Act, as well as possible liability under the Minimum Wage Act and other mandatory statutory provisions.
8. In the event of damage, the customer must allow contributory negligence to be offset, which is justified by the fact that the customer for his part has not fulfilled his obligations to cooperate from and in connection with the concluded contracts. The above joint liability also applies in the event that third parties and/or employees and/or organs of the customer commissioned by the customer violate their duty to cooperate and/or contributory negligence which has contributed to or caused the damage can be assumed in some other way.
9. If, at the request of the customer, we commission the purchase of services from third-party providers/subcontractors, our liability for the fault and warranty of the third-party provider is excluded. The above exclusion applies in any case if the customer has chosen the subcontractor/third-party provider himself. The above disclaimer of liability does not apply insofar as legal regulations require mandatory liability on our part.

XI. Retention of title

1. Each service and/or product delivered by us remains our property until the purchase price has been paid in full.
2. An extended retention of title is agreed, according to which the services and goods supplied by us remain our property until all claims resulting from a business relationship have been settled in full. The customer is not entitled to dispose of the goods that are subject to our retention of title, regardless of the type. Under no circumstances may the goods be transferred to third parties as security in the course of regular business transactions. With regard to the extended retention of title, an assignment to third parties, in particular e.g. to a bank, is fundamentally in breach of contract and inadmissible.
3. If the goods/services subject to retention of title are seized by the customer, the customer is obliged to inform us immediately by sending a copy of the execution record and an affidavit that the goods/services seized are the goods/services delivered by us and subject to the retention of title goods trades.
4. Exceptions to the retention of title apply only and exclusively if this is expressly stated in individual contracts.

XII. Offsetting and Right of Retention

1. The customer is only permitted to set off against counterclaims if the counterclaims are undisputed by us or have been legally established against us. The customer can only assert a right to refuse performance or a right of retention if the counterclaims of the customer on which the right to refuse performance/right of retention is based are based exclusively on the contract with regard to which the retention is carried out or the claims are undisputed or have been legally established against us.

XIII. Obligations to cooperate on the part of the customer

1. The cooperation of the customer may be absolutely necessary for us to prepare offers that are appropriate and in line with interests, as well as planning and carrying out transactions. The customer is therefore obliged, if necessary, to provide the following cooperation services promptly and completely.
   If problems arise as a result of the customer’s failure to cooperate, such as delays in delivery, additional costs, or in the worst case the impossibility of fulfilling the contract, this shall be borne by the customer. Depending on the contract to be concluded and/or concluded, the customer is obliged to cooperate as follows:

a) Unless otherwise agreed, the customer is obliged to create or have created a specification for the creation of a specific offer. For this purpose, the customer must describe the service to be provided/the product to be provided precisely with regard to the service content, scope of service and intended use.
b) In order to prepare an offer, the customer is obliged to state which specific performance specifications he would like the product to have and what use he intends to use the product for. These specifications include in particular the exact definition of functions, accuracy and possible interfaces.
c) In order to use our services, the customer is obliged to provide the necessary technical requirements for use.
The use of our services is regularly only possible on a computer, tablet, smartphone or other end device, if the software provided by us is to be installed or is installed there, it may be necessary to establish and maintain an Internet connection. The customer is therefore obliged to provide the technical requirements for using our services, in particular to install an Internet browser, a connection to the Internet, an operating system, any plugins such as Java and any clients required to use our app.
d) The customer is obliged to ensure that the above technical requirements are made available by all intended users of our services, otherwise use of our services is not possible or only possible to a limited extent.
e) The costs for the provision of all technical equipment, in particular software and its use, as well as the costs arising from the Internet connection, are to be borne by the customer.
f) The customer ensures that we can install and commission the service to be provided by us to the extent necessary and owed. If this requires installation at the customer’s site, the customer must provide us or our employees with the necessary access to his IT system, if necessary to his business premises, when carrying out the installation process.
g) The customer is obliged, if necessary, to grant our service, maintenance and installation staff free access to the rooms in which the service is to be provided.
h) If services are also to be provided by us, particularly in the area of ​​service, maintenance and installation, by remote maintenance, the customer declares his willingness to conclude and execute a remote maintenance agreement together with the data protection agreement required for this. The customer is also obliged to set up and maintain the necessary technical equipment so that remote maintenance can be carried out, e.g. via the “Team Viewer” software, from our company headquarters or a location of our choice within the European Union and on the customer’s IT system.
i) The customer is obliged to provide a trained and suitable contact for us or our staff for the implementation of any type of contract and to designate this in writing. The customer must make the contact person available to an appropriate extent for queries, as well as the provision of information and the provision of cooperation services during the entire contract period.
j) In the event that our services are installed at the customer’s site, the customer is obliged to provide an equally trained and suitable contact person for us, who is available for queries and the provision of information, in particular on the customer’s IT infrastructure during the installation .
k) The customer is obliged, if necessary, to provide additional assistants, sufficient energy supply, as well as the necessary operating programs and EDP, insofar as this is necessary for the performance of the work owed by us.
l) Before each of our services, the customer is obliged to carry out a complete data backup on his IT system independently and on his own responsibility and to document the success of the data backup. In principle, data backup is not part of our services, unless this has been expressly agreed.
m) After notification by us regarding the readiness for acceptance, the customer is obliged to carry out the acceptance immediately in accordance with the acceptance regulations set out below.
n) The customer is obliged to take full note of the operating instructions, assembly instructions, installation instructions and all associated instructions for use on our part with regard to our products and services and to use the products exclusively on the basis of these documents. The customer is obliged to train his employees before using the products and services supplied by us on the products and services with the help of the documents made available by us.
o) If the customer fails to train the users of the deliveries and services ordered by him and it is therefore not possible to use our deliveries and services, this is at the expense of the customer.
p) If the subject of the contract between the customer and us is the transfer of software and/or apps, the customer is obliged to provide written, textual or electronic documentation of the licenses of our contractual software that he has acquired and is using and to inform us of this upon first request, stating the scope of use and user.

The above list is expressly not final with regard to the cooperation services. Depending on the contract concluded and the contractually owed services to be provided, further or other forms of cooperation on the part of the customer may be required.

2. If the products delivered by us are integrated into a network and/or are controlled by computers integrated into a network or in a network, the customer is obliged to ensure that data backup measures are implemented. In this case, the customer is obliged to carry out a complete data backup immediately before installing our products for the first time, so that in the event of data loss, the corresponding data can be restored immediately and cost-effectively.
3. If the customer does not comply with his obligations to cooperate, we are entitled, after setting a deadline, but not obliged, to carry out the actions incumbent on the customer in his place and at his expense. Apart from that, our legal rights and claims remain unaffected, i. H. after setting a period of grace, there is also the possibility of ending the contractual relationship, even if other conditions are met.

XIV. Special provisions for the implementation of consulting services, training services and other services

1. If we carry out training services, consulting services or other services, these are carried out exclusively on the basis of the present General Terms and Conditions.
2. The above work is all to be qualified as services. The services to be provided by us are based on the applicable service price list or the individually prepared offer.
3. Travel expenses etc. will be charged additionally according to the respective price lists. Travel times for our employees count as working time and are to be remunerated in accordance with the service price lists.
4. As part of the services we offer here, the type and scope of the services can be defined in advance. It is inherent in the service contract that specific target achievements, which are related to the provision of the services, are not agreed. As part of the services to be performed by us, we will therefore take the necessary care in the preparation and implementation of the services and, in doing so, comply as far as possible with the necessary quality criteria for the provision of the service owed.
5. It is not possible to assume a guarantee for the services provided. With regard to liability, reference is made to the general liability regulation listed here.
6. With regard to the performance of the services to be provided, we are free to select personnel and the manner in which the services are provided, whereby the type of service provision is defined exclusively by the individual contract with the customer. When services are provided, we or our employees are never involved in the processes and operational procedures of the customer. With regard to the timing of the services to be provided, we are always free to choose the periods and the exact times of the service provision.

XV. Acceptance

1. Insofar as acceptance is required for the service to be provided by us (contract for work), the obligations for acceptance, if necessary prior to acceptance, are governed exclusively by the following conditions:

a) If preliminary acceptance of the product to be delivered by us has been contractually agreed, the preliminary acceptance shall take place within a period of max. 10 days after notification of readiness for preliminary acceptance. If a fixed date for carrying out the preliminary acceptance has been agreed, this is considered binding. The pre-acceptance is regularly carried out at our place of business in Hamburg, if agreed at the place of business of the customer or via web conference and telephone conference.
b) If a preliminary acceptance is carried out, the preliminary acceptance will be recorded in writing or in text form, stating the participating persons, the date, the time and the determination of the performance status. The protocol of the preliminary acceptance should also contain an expected completion date. The protocol of the preliminary acceptance is made available to those involved in the preliminary acceptance.
c) Should the customer not be able to arrange and carry out a preliminary acceptance within the set period, we will carry out an internal preliminary acceptance and provide the customer with a corresponding protocol.
d) The object of acceptance is the contractually owed product. The acceptance refers to the specifications previously provided by the customer and, if applicable, to the existence of guaranteed properties and the determination of the correctness of the quality of the product as a whole. The prerequisite for acceptance is that we make all work results available to the customer and notify him of the readiness for acceptance.
e) After notification of the readiness for acceptance, the customer must start checking the readiness for acceptance within three working days. Alternatively, it can be agreed between us and the customer that a joint acceptance date will be carried out.
f) If acceptance fails, the customer is obliged to provide us with a list of all defects preventing acceptance in writing or in text form.
g) In the above case, we are entitled to examine the product/service within a reasonable period of time and, if defects are confirmed, to make the product available free of defects and ready for acceptance. The deadline to be set for remedying the defect must not be less than four weeks and depends on the complexity of the product to be created. In the context of the subsequent inspection, only the logged defects are then checked insofar as they can be the subject of an isolated inspection based on their function.
h) After successful acceptance testing, the customer must declare acceptance of the product in writing within five days.
i) The customer is not permitted to refuse acceptance due to minor defects. However, even insignificant defects must be rectified by us immediately. due to insignificant defects is not permissible for the customer. Even insignificant defects are to be listed individually and in detail in the acceptance report.
j) If acceptance fails at least three times due to the presence of defects, the customer can assert his statutory rights, in particular withdraw from the contract and, if there is a culpable breach of duty on our part, demand compensation.

XVI Right of use when providing software (software-as-a-service)

1. If the subject of the contract concluded between the customer and us is the creation and transfer of software, the following applies in principle:
   a) Unless otherwise agreed individually, the purchaser receives a simple, non-exclusive right to use the software for his own purposes with the purchased program/app. The customer is only entitled to pass on the contractual software if this has been agreed in writing or in text form with our prior express consent.
   b) The purchaser is fundamentally not entitled to use the software for others or to make it available to third parties for data processing, not even by using it on the purchaser’s own computers. Deviations are only permitted if this is expressly part of the contract.
2. In principle, the customer is not entitled to grant sublicenses.
3. In addition, the customer is not entitled to copy the software, to create and process copies, to edit the software or to make it publicly accessible. As an exception to the ban on copying, the customer is only entitled to make and keep the required number of backup copies.
4. There is no further granting of rights to the customer with regard to rights, be they copyrights, industrial property rights or other rights of use.
5. If we make software available to the customer, it contains copyright notices and references to our origin. The customer is not entitled to remove or falsify these copyright notices or any other references to industrial property rights that refer to us.
6. The right to transfer does not include the right to transfer the source code of the software created by us.
7. With regard to the software, the customer is only entitled to the statutory claims and rights under Sections 69 a et seq. of the Copyright Act.
8. If the software is provided for a limited period of time, the customer must completely remove the software from his computers after the end of the lease period and declare in lieu of an oath that any software and any residues of the software on his computers have been deleted; use of the software beyond the lease period is excluded .

XVIII. Granting of rights for mobile apps

1. If we make mobile apps available as service components, these mobile apps must be installed on end customers’ end devices and/or users selected by the customer.
2. In this case, additional regulations apply to the granting of rights to the mobile apps:
   – We are entitled to all copyrights and other industrial property rights to the mobile apps created by us, unless these are expressly transferred to the customer or a third party by virtue of a contract.
   – We make the mobile app available to users and customers and grant simple rights of use for the contractually intended use on a respective end device or a contractually specified number of end devices.
   – The mobile app created by us may not be reproduced and/or made publicly accessible on the Internet or via another network or stored on data carriers.
3. Any commercial use or exploitation that goes beyond the contractual agreement is prohibited.
4. In addition, any editing, decompiling, deassembling, reverse engineering, or any other modification to the mobile app software is prohibited unless this is expressly permitted on the basis of the provisions of §§ 69 a ff. Copyright Act.
5. The authorization to use the app provided by us results from the additional license agreement to be concluded between the app user and the customer and/or us.

XVIII. Final provisions

1. If the customer is a merchant, a legal entity under public law or a special fund under public law, or if he does not have a general place of jurisdiction in the Federal Republic of Germany, the place of jurisdiction for any disputes arising from the business relationship between us and the customer is our registered office or the place of jurisdiction, at our discretion seat of the customer. For lawsuits against us, however, Hamburg, Germany is the exclusive place of jurisdiction. Mandatory legal provisions on exclusive places of jurisdiction remain unaffected by this regulation.
2. The relationship between us and the customer is exclusively subject to the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods dated April 11, 1980 (CISG) expressly does not apply.
3. Verbal ancillary agreements, contract changes or contract supplements must be in writing or in text form to be legally effective. The same applies to a change in the content of the contract, as well as to the change of parts of these General Terms and Conditions, as well as to the cancellation of the present written form requirement.
4. Insofar as the contract or these general terms and conditions contain loopholes, those legally effective regulations shall apply to exercise these loopholes, which the contracting parties would have agreed according to the economic objective of the contract and the purpose of these general terms and conditions if they had known the loophole.