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Here you can find the current terms and conditions of the Karl Püplichhuisen GmbH & Co. KG (Duisburg) as well as the Püplichhuisen Kabeltechnik GmbH (Sömmerda) for > Shopping and > Sales & Delivery.

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General Conditions of Purchase

 

Karl Püplichhuisen GmbH & Co. KG, Duisburg

 

1. General Provisions

1.1 Our conditions of purchase apply exclusively. Conflicting conditions or conditions of the supplier that deviate from our conditions of purchase shall not be recognised without our written consent. Even without a separate agreement, our conditions of purchase shall apply to all future purchases and also in cases where we accept the delivery unconditionally while being aware of conflicting conditions or conditions of the supplier that deviate from our conditions of purchase.

1.2 All agreements between us and the supplier for the purpose of execution must be in writing or confirmed in writing.

2. Order, quotation, documents

2.1. The supplier must accept orders within 1 day of the order date by means of written confirmation.

2.2. We reserve all ownership and copyright in information – including in electronic form – illustrations, drawings, calculations and other documents. The documents may be used exclusively for production in accordance with our order. They must be kept secret and returned unsolicited after the order has been carried out (cf. clauses 10.03 and 16).

3. Prices, terms of payment

3.1. The price stated in the order is binding regardless of any fluctuations in exchange rates and, in the case of domestic suppliers, does not include statutory value added tax. Agreed prices are maximum prices; any price reductions between the order and the payment of the invoice shall be passed on to us. In the absence of a written agreement to the contrary, the price includes delivery “free domicile” (in the case of import transactions, “DDP Incoterms 2010”), including packaging, transport and insurance. The supplier must ensure that the goods are adequately insured. The return of packaging requires a special agreement.

3.2. We can only process invoices if they specify the corresponding requirements in our order, including the purchase order number and VAT identification number shown there. The supplier is responsible for all consequences arising from the failure to comply with this obligation.

3.3. Unless otherwise agreed in writing, we shall pay the purchase price within 14 days with a 2% discount or within 60 days net, calculated from the date of delivery and receipt of the invoice. Payment is subject to proper delivery and to the accuracy of the price and the invoice. If a defect covered by the warranty is discovered, we are entitled to withhold payment until the warranty obligation has been fulfilled.

4. Delivery time, delay in delivery

4.1. The delivery time stated in the order is binding and is understood to be arriving at the place of performance.

4.2 Part shipments are only permitted with our express prior approval.

4.3. In the event of a delay in delivery, we are entitled to the statutory remedies. In particular, we are entitled to claim damages following the fruitless expiry of a reasonable grace period – or, subject to the statutory exceptions, even without a grace period. In the event of a delay in delivery, we are also entitled to claim a contractual penalty amounting to 0.5 % of the delivery value for each week or part thereof of the delay, but not exceeding a total of 10 % of the delivery value. We are entitled to claim the contractual penalty in addition to specific performance.

4.4. Subject to evidence to the contrary, the quantities, weights and dimensions determined by us upon incoming goods inspection shall be decisive.

5. Passing of risk, documents, dispatch

5.1 Unless otherwise specified in the order or otherwise agreed in writing, delivery shall be made carriage paid, and for import transactions shall apply “delivered, duty paid to 47269 Duisburg, Germany” (DDP Incoterms 2010), inclusive

Packaging, transport and insurance by the supplier. The selection of the freight forwarder is, in the event of necessary customs clearance, with

to coordinate with each other in good time. In the case of international transactions, deviating clauses are to be agreed and interpreted in accordance with the Incoterms 2010 of the ICC Paris.

5.2. The supplier is obliged to state our order number and item number precisely on all shipping documents and delivery notes; if they fail to do so, delays in processing for which we are not responsible are inevitable.

5.3. Our shipping addresses are stated in the order. Goods are only received from Monday to Thursday between

07:00 and 14:30 and Friday between 07:00 and 11:00. Deliveries must be coordinated with us at least 1 working day in advance.

6. Investigation of defects, warranty, quality requirements

6.1 The acceptance of the delivered goods is subject to inspection for correctness and suitability. We will inspect the delivered goods within a reasonable period after receipt at our premises solely with regard to identity, quantity, and externally recognisable transport damage. Notice of defects is timely if it is received by the supplier within a period of 7 working days (outside the European Union within 10 working days) after the discovery of defects. In urgent cases or in the event of imminent danger, we are entitled to replace or repair defective parts at the expense of the supplier and to remedy incurred damage, or to have this carried out by third parties at the expense of the supplier.

6.2 Our statutory warranty rights remain fully applicable. Regardless of this, we are entitled to demand rectification of defects from the supplier at our discretion

or to demand subsequent performance. In this case, the supplier is obliged to bear all expenses necessary for the purpose of remedying the defect or delivering a replacement. The right to claim damages, in particular damages instead of performance, is expressly reserved.

6.3. The warranty period shall be at least 12 months from delivery at the place of performance. If the statutory warranty period is longer, that period shall apply.

6.4 Upon our request, quality assurance agreements / framework agreements for quality-relevant products are to be concluded.

6.5 In the absence of any other agreements, the supplier shall perform in accordance with the recognised rules of technology applicable in Germany, environmental protection, accident prevention and other occupational health and safety regulations, as well as the generally recognised safety and occupational health rules.

6.6. In every case of a complaint caused by the supplier, we are entitled, in addition to charging a flat-rate compensation for administrative expenses of €150.00, without the need for specific proof.

7. Product liability, indemnification, public liability insurance cover

7.1. Insofar as the supplier is responsible for product damage, they shall indemnify us against claims for damages by third parties upon first demand.

7.2. Within this framework, the supplier is also obliged to reimburse any expenses arising from or in connection with a recall campaign carried out by us. We shall inform the supplier of the content and scope of the recall measures to be carried out upon request, to the extent feasible and reasonable, and shall give them the opportunity to comment.

7.3. The Supplier undertakes to maintain product liability and recall insurance with a coverage amount of at least 5 million euros per personal injury and property damage claim on a lump-sum basis; any further claims for damages to which we may be entitled shall remain unaffected.

8. Force majeure, insolvency, inability to pay

8.1. Force majeure, industrial disputes, non-culpable operational disruptions, civil unrest, official measures and other unavoidable events shall entitle us to withdraw from the contract in whole or in part, provided that they result in a significant reduction in our requirements.

8.2. If either contracting party suspends its payments or if insolvency proceedings relating to its assets or judicial or out-of-court settlement proceedings are applied for, the other party shall be entitled to withdraw from the contract in respect of the unfulfilled part.

9. Intellectual Property Rights

9.1. The supplier guarantees that the contract products do not infringe any brands, trademarks, copyrights, or other industrial property rights (including trade secrets) of third parties. If we are held liable by third parties due to the use or possession of the supplied goods, the supplier is obliged to indemnify us against these claims upon first written request.

9.2. The supplier's obligation to indemnify relates to all expenses necessarily incurred by us as a result of or in connection with claims made by third parties.

9.3. If we purchase intellectual services from the supplier, the supplier is obliged to grant us the exclusive right of use to them.

10. Retention of title, provision of materials, confidentiality, tools

10.1 Insofar as we provide parts to the supplier, we reserve ownership of them.

10.2 We reserve title to tools. The tools are to be marked accordingly. The supplier is obliged to use the tools exclusively for the manufacture of the goods ordered by us and to insure the tools belonging to us at replacement value against fire, water and theft damage at their own expense. The supplier shall carry out necessary maintenance work in good time at their own expense. In addition, the provisions stated under 15 apply.

10.3 The supplier is obliged to keep all received illustrations, drawings, calculations and other documents and information strictly confidential. They may only be disclosed to third parties with our express consent. The obligation of confidentiality shall also apply after the termination of this contract and shall only expire when these documents and information have become part of general knowledge.

11. Other liability

Unless expressly stated otherwise in these Terms, all further contractual or statutory claims against us, in particular for compensation for damage of any kind, including indirect or consequential damage, are excluded. However, we shall be liable in any event in cases of gross negligence and breach of material contractual obligations, though only for typical damage foreseeable at the time of the contract, for culpable injury to life, limb and health, for assumed guarantees, in cases of fraudulent intent, or in other cases of mandatory statutory liability.

12. Place of performance, place of jurisdiction, applicable law

12.1 The place of performance is the location of our plant in 47269 Duisburg, Germany.

12.2 All disputes arising out of or in connection with contracts under these conditions are to be decided by the state courts having jurisdiction over our principal place of business in Duisburg, Germany.

12.3 In the event of disputes with suppliers whose registered office is outside the European Union or the European Free Trade Association (EFTA – in particular Iceland, Liechtenstein, Norway, Switzerland), instead of the state courts named in cl. 12.2, an arbitral tribunal constituted in accordance with the Arbitration Rules of the International Chamber of Commerce, Paris, shall decide finally and bindingly. The place of arbitration shall be Wuppertal, Germany.

12.4 In any case, we are also entitled to bring legal proceedings before the state courts having jurisdiction over the supplier's principal place of business.

12.5 All contracts concluded under these terms and conditions are governed by German law.

13. Miscellaneous

13.1 The contractual rights and obligations of the parties are not transferable without prior consent.

13.2. The Supplier shall only have rights of set-off or retention in respect of undisputed or legally established claims.

13.3 A contract concluded on the basis of these conditions shall remain otherwise binding even if individual conditions are invalid.

13.4. Amendments, additions and other collateral agreements to these terms and conditions

or to concluded contracts, must be in writing.

13.5 Insofar as the foregoing conditions do not contain any provisions, statutory regulations shall apply.

Spare parts

The supplier is obliged to supply spare parts for the period of the anticipated technical usage, but for at least a further 15 years following delivery. If the supplier ceases production of the spare parts, they are obliged to give us the opportunity to place a final order in writing and/or, upon request, to hand over all facilities and documentation required for the production of the spare parts and to permit us to use them free of charge.

15. Purchasing conditions for tools

15.1 In addition to these present conditions, the provisions of Nos. 15.1 to 15.5 shall apply if, in the case of our current or future orders, the supplier uses tools for which we pay the manufacturing costs in accordance with the agreement. Tools within the meaning of these conditions are tools of all kinds, in particular stamping and cutting tools, injection moulds, compression moulds, permanent moulds, models, dies, etc.

15.2 The tools shall become our property upon purchase or manufacture by the supplier. All manufacturing drawings required for the production of the tools shall form part of the scope of supply. The handover shall be replaced by the supplier keeping the tools in safe custody for us free of charge. No. 15.5 shall apply accordingly. Title to the property shall include the right for us to remove the tools at our discretion.

15.3 The supplier shall maintain the tools at their own expense and, if necessary, renew them for the technical service life. Clause 15.2 shall apply mutatis mutandis to the renewed tools.

15.4 The supplier may not pass on the tools to third parties nor use them for their own or third-party purposes without written consent.

15.5 The supplier shall be liable in all cases for exercising the due care of a prudent businessman.

16. Confidentiality

16.1 The contracting parties agree to keep all economic and technical details of their mutual business relationship confidential, provided that these have not become public knowledge and such public knowledge is not attributable to a breach of the confidentiality obligation by the party subject to it. The confidentiality obligation also applies to the items mentioned in no. 10.3, which must not be copied, disclosed to third parties or otherwise made accessible without authorisation.

16.2 The contracting parties shall impose the same confidentiality obligations as described in clause 16.1 on their sub-suppliers.

17. Data processing, previous general terms and conditions of purchase

17.1 We and our affiliated companies are entitled to store and process data relating to business transactions in accordance with German statutory provisions.

17.2 Previous general terms and conditions of purchase are superseded.

 

 

General Terms and Conditions of Sale and Delivery

 

Karl Püplichhuisen GmbH & Co. KG, Duisburg

 

1. Scope

These General Terms and Conditions for Deliveries and Services (hereinafter referred to as the ‘GTC’) shall apply in principle to all – including future – deliveries, services and quotations provided by Karl Püplichhuisen GmbH & KG (hereinafter referred to as the ‘Supplier’), unless they are expressly amended or excluded in writing. They shall not apply if our contractual partner is a private individual acting in a non-professional or non-commercial capacity. We hereby expressly reject any deviating or supplementary general terms and conditions of the purchaser. They shall not apply even if the purchaser has based their order or any other declaration on them.

 

2. Conclusion of contract, documents, technical standards, prices, packaging, transport insurance, assembly

2.1. The supplier's offers are non-binding. A valid contract therefore only comes into effect upon our order confirmation or the delivery of the goods. The same applies to verbal collateral agreements.

2.2. The documents belonging to an offer, along with illustrations, drawings, weight and dimension specifications, performance and other property descriptions as well as other information regarding contract products and services, are only approximately binding. Certain properties of the goods to be delivered shall only be deemed guaranteed if this has been expressly agreed in writing. A reference to standards or agreed specifications alone merely constitutes a more detailed description of the goods or services and does not constitute a warranty of properties.

2.3 All prices are ex works of the supplier plus VAT and packaging (cf. 3.1). In the absence of a special agreement, packaging shall be at the supplier's discretion and invoiced separately. The purchaser shall assume responsibility for the disposal of the packaging. The supplier is entitled to request the return of packaging material carriage paid to the place of dispatch or works. Plastic spools are not included in the scope of delivery. They are on loan and must be returned immediately carriage paid.

2.4. Goods are shipped at the invoice value and risk of the buyer. No transit insurance is arranged by the supplier.

2.5 Supplied equipment and accessories shall be installed by the purchaser. If the supplier undertakes installation and/or commissioning on the basis of an additional express agreement, their general terms and conditions of installation shall apply.

3. Delivery, passing of risk, dispatch

3.1. Unless otherwise agreed in writing, all deliveries shall be made exclusively ex works from the supplier's premises.

3.2. Part shipments are permitted.

4. Delivery time, delay, cancellation

4.1. Stated delivery dates are non-binding and are only binding if this is expressly agreed in writing. The delivery period begins with the dispatch of the order confirmation, but not before the procurement by the purchaser of the documents, drawings, approvals and other formalities to be provided by them, as well as before receipt of the agreed advance payments.

4.2 In the event of a delay in delivery for which the Supplier is responsible, the Purchaser may – provided it can prove that it has suffered loss as a result – – after a period of two weeks, for each subsequent full week of delay, and to the exclusion of any further claims, a lump-sum compensation for delay of 0.5 – but not exceeding 5 % – of the value of that part of the delivery which, as a result of the delay, cannot be used as intended. Clause 7.5 shall apply mutatis mutandis.

4.3 Insofar as the maximum amount of damages pursuant to No. 4.2 has been reached, the Purchaser may – taking into account the statutory exceptions and within the scope of the statutory provisions – declare the termination of the contract with regard to the delayed part of the delivery after setting a reasonable period of time for performance, unless the Supplier performs beforehand. No. 7.5 shall apply accordingly.

4.4. If the purchaser is in default with a material obligation arising from the contractual relationship, the supplier shall be entitled to extend the delivery period by the period of the default. No. 5 shall apply mutatis mutandis.

 

5. Acceptance, call-off orders

5.1 Deliveries must be accepted by the purchaser, even if they do not contain any material defects, without prejudice to the purchaser’s rights in respect of defects. The purchaser shall bear the costs incurred as a result of delayed acceptance for storage, insurance, protective measures, etc. Without the need for specific evidence, the purchaser shall pay at least 0.5 % of the order value per week of delay, up to a maximum of 5

%. The supplier may set the purchaser a reasonable deadline in writing for acceptance of the goods if the purchaser fails to accept them at the time of delivery. The Supplier’s right to claim the purchase price remains unaffected. Once the deadline has expired, the Supplier may terminate the contract in whole or in part by written notice and claim damages.

5.2 Supply contracts without fixed delivery dates („on call“) can only be concluded on the basis of an express contractual agreement and as an exception. The supplier must confirm the date on which the delivery is to be made. Unless expressly agreed otherwise, goods for delivery on call shall be available for a maximum period of 26 weeks and must also be accepted in full within this period. Call-offs must be notified with a notice period of at least two weeks.

6. Payment

6.1 In the absence of any agreement to the contrary, all payments are to be made net without deduction within 30 days of the invoice date. All payments shall be made in Euros „free to the paying agent“ of the supplier. Bills of exchange or cheques shall be accepted only on account of performance.

6.2 In the event of late payment, the Supplier shall be entitled, from the due date, to charge interest at a rate of 8 % p.a. above the base rate or the relevant reference rate of the European Central Bank. The Supplier may suspend performance of the contract in this respect. If the Purchaser has not made the agreed payment within a reasonable grace period, but no later than one month after the due date, the Supplier may, by written notice, declare the contract terminated and claim damages.

6.3 If special circumstances give rise to reasonable grounds for serious doubt as to the purchaser’s creditworthiness, all claims arising from the business relationship shall become due immediately, and the supplier shall be entitled to demand payment in advance for delivery and payment in advance prior to the release for production. If payment by instalments has been agreed and the purchaser is in arrears with an amount exceeding 10 % of the outstanding purchase price, the entire outstanding balance shall become due for payment immediately.

6.4 In the case of custom-made products (bespoke items) or variants thereof, the supplier shall generally be entitled to a down payment amounting to two thirds of the agreed purchase price, payable no later than 3 weeks before the commencement of production.

7. Responsibility for conformity of the goods (defects in quality and title)

7.1 The buyer must inspect the goods immediately upon receipt. They must proceed in accordance with recognised technical standards. The buyer is obliged to notify the supplier in writing of any defects immediately, at the latest within a preclusion period of 8 days after discovery. The supplier is not obliged to provide a warranty if the buyer has not notified an obvious defect in writing in good time. The buyer must ensure that all evidence is secured in consultation with the supplier.

7.2. The customer is responsible for providing proof of the careful handling and proper storage of the goods.

7.3 If the goods are not in conformity with the contract, the supplier may initially remedy the non-conformity, even in the case of material defects, at its own discretion by means of rectification or delivery of replacement goods within a reasonable period, at least within 2 weeks of a request by the purchaser. Rectification may, following agreement with the supplier, also be carried out by the purchaser and shall take place at the recipient's location specified in the contract. If the recipient's location differs from the purchaser's place of business, this must be disclosed to the supplier. Otherwise, the resulting higher costs will not be assumed. Within reason, the purchaser is obliged to cooperate with the rectification against reimbursement of costs and in accordance with the supplier's instructions. The purchaser may only remedy defects themselves or through third parties in urgent cases (risk of disproportionately large damage, endangerment of operational safety). They must inform the supplier immediately and obtain their consent. If rectification fails, the purchaser is entitled to withdraw from the contract in accordance with statutory provisions – where applicable, after setting a prior time limit. In the case of only minor defects, the purchaser is only entitled to a reduction of the purchase price (§ 440 BGB).

7.4 If the supplier fails to remedy a breach of contract in accordance with no. 7.3 by means of rectification or replacement delivery, the purchaser may appropriately reduce the purchase price.

7.5 Unless otherwise stipulated in sections 4.2, 4.3 and 7.1 to 7.4 and 9 and 10, the supplier shall not be liable for breaches of contract and damages – on whatever legal grounds. This shall apply to any damage caused by defects, including loss of production, lost profit or other indirect damage (i.e. damage not caused to the delivery item itself). Damages for non-performance and consequential damage shall be excluded unless the supplier is guilty of gross negligence or intent. Any such claim shall be limited in amount to the respective order value.

In the event of a negligent breach of material contractual obligations, the supplier shall only be liable for the typical, reasonably foreseeable damage under the contract.

7.6 Deviations in quantity, dimensions, quality, weight and the like are permitted within customary industry limits. Equivalent structural modifications remain reserved.

7.7 Instructions from the supplier regarding the conditions or uses of the contract products must be complied with by the purchaser, otherwise claims for defects will not be recognised.

8. Plans, sales documents, confidentiality

8.1 The supplier is entitled, at its discretion, to dispose of fixtures manufactured for special (customer-specific) parts within one year after the execution of the last order.

8.2 All rights to samples, fixtures, tools, drawings, designs and plans produced by the supplier, in particular patent, copyright and inventor rights, shall belong exclusively to the latter. All sales literature, such as catalogues, sample books, price lists, etc. made available to the buyer, shall remain the property of the supplier and must be returned upon request.

8.3 The contracting parties agree to keep all economic and technical details of their mutual business relationship confidential, provided that these have not become public knowledge and such publicity is not due to a breach of confidentiality obligations by either contracting party. The confidentiality obligation also applies to the items mentioned in No. 8.2, which may not be copied, disclosed to third parties, or otherwise made accessible without authorisation. All ownership and copyright rights to information originating from the supplier – including in electronic form – shall remain with the supplier.

8.4 The supplier's duty of confidentiality towards its affiliated companies, as specified in no. 8.3, shall not apply provided that these companies have been bound to confidentiality by the supplier in a comparable manner.

9. Responsibility for ancillary duties

The supplier shall only be liable for the fulfilment of contractual or pre-contractual ancillary obligations in accordance with the provisions of Sections 4, 7.5 and 11.

10. Failure to deliver, impossibility, inability

For cases of general impossibility of performance and inability on the part of the supplier, the statutory provisions (in particular §§ 275, 323, 326 of the German Civil Code (BGB)) shall apply to the purchaser's rights of rescission and claims for damages. Nos. 7.5, 9 and 11 shall apply accordingly.

11. Force Majeure

11.1 Neither party shall be liable for the non-performance of any of its obligations if the non-performance is based on an impediment beyond its control or, in particular, on any of the following grounds: fire, natural disasters, war, confiscation or other official measures, general scarcity of raw materials, restriction of energy consumption, industrial disputes, or if breaches of contract by suppliers are based on any of these grounds.

Either party may terminate the agreement by written notice if its performance is prevented for more than 6 months in accordance with clause 11.1.

12. Other liability of the supplier

Unless expressly provided otherwise in these GTC, all further contractual or statutory claims against the supplier, in particular rescission of the contract, reduction in price or compensation for damage of any kind, including damage that has not occurred to the delivery item itself, are excluded. Nos. 7.5 sentences 3 and 4 shall apply mutatis mutandis.

13. Limitation period

Claims for defects shall time-bar 12 months after delivery of the goods supplied by the supplier to the purchaser: In the case of the sale of second-hand goods, the warranty period is excluded entirely. The foregoing provisions shall not apply insofar as the law mandatorily prescribes longer periods pursuant to Section 438 (1) no. 2 of the German Civil Code (BGB) (structures and items for structures), Section 479 (1) BGB (right of recourse) and Section 634a (1) BGB (defects in construction work).

14. Retention of title

14.1 All goods supplied shall remain the property of the supplier until full payment of all claims arising from the business relationship has been made. This shall also apply if individual or all claims of the supplier are included in an open account and the balance has been struck and acknowledged.

14.2 If the goods are combined by the purchaser with other items to form a single item and the other item is to be regarded as the principal item, the purchaser is obliged to transfer proportionate co-ownership to the supplier, provided that the principal item belongs to the purchaser. The purchaser is entitled to resell the goods in the ordinary course of business, provided that the purchaser receives payment from their customer or agrees to the reservation that the customer shall only acquire ownership upon fulfilment of all payment obligations. If the purchaser resells the delivered goods or the newly manufactured item in accordance with their intended use, they hereby assign to the supplier in advance the claims arising from the resale against their customers, together with all ancillary rights, until all claims of the supplier have been satisfied in full. For justified reasons, the purchaser is obliged, at the request of the supplier, to notify the third-party buyers of the assignment and to provide the supplier with the information and documents required to assert their rights. The purchaser shall compensate the supplier for all damages and costs arising from a breach of this obligation and from necessary measures to protect against access by third parties.

14.3 The Customer shall assist the Supplier with any measures necessary to protect its property. The Customer shall inform the Supplier without delay if any risks to its property arise. This shall apply in particular

for third-party dispositions or official measures (attachments, seizures, etc.)

14.4 In the event of breaches of duty by the buyer, in particular default in payment, the supplier shall be entitled to withdraw from the contract and to take back the goods subject to retention of title after an appropriate period for performance set by the supplier for the buyer has expired to no avail. The setting of a time limit may be dispensed with if statutory exceptions apply. The buyer shall be obliged to surrender the goods.

14.5 The Purchaser shall, at its own expense, insure the supplied goods against theft, fire, water damage and other risks until the purchase price has been paid in full.

14.6 Where the value of the security exceeds the claims to be secured by more than 10 %, the supplier shall, upon request, release security of its choice.

15. Miscellaneous

15.1 Amendments, additions and other ancillary agreements to these GTC or to concluded contracts must be in writing.

15.2 A contract concluded on the basis of these GCS remains binding in all other respects even if individual terms are invalid.

15.3 The Customer shall only be entitled to rights of set-off or retention in respect of undisputed claims or claims that have been legally established.

15.4 The Purchaser may only use or register the manufacturer's brands, trademarks, trade names and other signs and industrial property rights with prior written consent and solely in the interest of the Supplier.

15. The customer shall be responsible for ensuring that no third-party industrial property rights are infringed as a result of their instructions regarding shapes, dimensions, colours, weights, etc. The customer shall indemnify the supplier against all third-party claims for infringement of the aforementioned industrial property rights, including all legal and out-of-court costs, and shall, upon request, support the supplier in any legal dispute.

16. Place of performance, place of jurisdiction, applicable law

16.1 The place of performance is – unless otherwise indicated by the nature of the obligation – the supplier's registered office.

16.2 The place of jurisdiction is Duisburg, Germany. The contractual relationship between the purchaser and the supplier shall be governed exclusively by the law of the Federal Republic of Germany, even if the purchaser has their place of residence or business abroad. The application of the Uniform Law on the International Sale of Goods and the Law on the Formation of Contracts for the International Sale of Goods is excluded.

16.3 The supplier is in any case also entitled to bring legal action before the courts having jurisdiction for the registered office of the purchaser.

17. Data processing, previous terms and conditions for suppliers and services

17.1 The supplier and its affiliated companies are entitled to store and process data relating to business transactions in accordance with German statutory provisions.

17.2 Previous general terms and conditions of delivery are superseded.

18. Severability Clause

Should individual provisions be or become invalid, or should a loophole arise, this shall not affect the validity of the remaining provisions. Rather, invalid provisions shall be deemed to be replaced, and loopholes filled, in such a manner as best corresponds to the contractual intent expressed in the agreement.

 

As of May 2024

Karl Püplichhuisen GmbH & Co. KG, Keniastraße 20, 47269 Duisburg, Germany