1st area of application
1.1 The following General Terms and Conditions (GTC) of Valtech Mobility GmbH (hereinafter “VALTECH MOBILITY”) shall apply to all contracts to be concluded by it with clients and purchasers (hereinafter “CUSTOMER”), in particular development and service contracts. 1.2 The GTC shall only apply if the CLIENT is an entrepreneur within the meaning of Section 14 of the German Civil Code (BGB), a legal entity under public law or a special fund under public law. 1.3 These GTC shall apply in the most recent version valid at the time the contract is concluded. They shall also apply to all future offers, deliveries and services of VALTECH MOBILITY, even if they are not expressly agreed. They shall also apply to all future transactions with the CLIENT within the scope of application of these GTC, even if they are not expressly agreed again. 1.4 These GTC shall apply exclusively. A binding offer by VALTECH MOBILITY shall be made on the condition that any terms and conditions of the CUSTOMER do not become part of the contract. This shall also apply if VALTECH MOBILITY does not expressly object to the CUSTOMER’s terms and conditions or if the CUSTOMER declares that it only wishes to incorporate its own terms and conditions. 1.5 References to the applicability of statutory provisions shall be for clarification purposes only. Even without such clarification, the statutory provisions shall apply unless they are directly amended or expressly excluded in the individual contractual provision or in these GTC.
2 Subject matter of the contract, performance obligations
2.1 The subject matter of the contract and the content and scope of the performance obligations shall result exclusively from VALTECH MOBILITY’s binding offer, which may refer to the CLIENT’s specifications in full or in part. If the provisions and/or content of the specifications differ from the provisions and/or content of the binding offer, the binding offer shall take precedence over the specifications. The contract shall come into effect upon receipt of the acceptance of the offer by the CLIENT. Unless otherwise specified in the offer, VALTECH MOBILITY shall be bound by its offer for one month. 2.2 VALTECH MOBILITY shall be entitled to have services owed by it performed by third parties (e.g. subcontractors). 2.3 Technical descriptions, public statements and other information in brochures and other VALTECH MOBILITY information materials are non-binding and do not form part of the description of the quality of the products, unless VALTECH MOBILITY’s offer makes express reference to them. 2.4 VALTECH MOBILITY shall adhere exclusively to the CLIENT’s specifications when providing the service and shall not examine whether these specifications or the specific use of the WORK RESULTS by the CLIENT in the individual case is compatible with statutory provisions and/or whether a purpose pursued by the CLIENT can be achieved in this way, unless the purpose was contractually agreed.
3. prices and terms of payment
3.1 Unless expressly stated otherwise, all prices are quoted in euros net plus the applicable value added tax. 3.2 Unless expressly stated otherwise in the offer, the price quoted shall not include VALTECH MOBILITY’s ancillary services (e.g. provision, assembly, installation or execution, distribution and reproduction of works), ancillary costs (e.g. proper packaging, transport costs including any transport and liability insurance) and travel costs, accommodation and expenses, but these shall be invoiced separately in the amount actually incurred. 3.3 Unless expressly stipulated otherwise in the offer, invoices shall be issued on a monthly basis. VALTECH MOBILITY’s invoices shall be payable by bank transfer without deduction no later than 30 days after receipt of the invoice by the CLIENT. Payments shall be deemed to have been made from the time at which the amount is freely available to VALTECH MOBILITY.
4. change request
4.1 A change request is a contractual amendment or extension of the content of the contract that goes beyond the exercise of the CLIENT’s right of choice and design. 4.2 Change requests must be commissioned separately by the CLIENT in advance. The resulting cost and deadline overruns must be accepted. VALTECH MOBILITY may reject the order, in particular if the service cannot be performed or the resources required for this are not available or cannot be made available to VALTECH MOBILITY. If the CLIENT commissions a change request without requesting a prior written offer from VALTECH MOBILITY, invoicing shall be based on the time required for this at the hourly rates of VALTECH MOBILITY on which the calculation of the price in the offer is based; the binding nature of previously agreed deadlines shall not apply. In case of doubt, an instruction from the CLIENT shall be deemed a change request.
5 Obligation to cooperate and timetable
5.1 The CLIENT shall be obliged to name and provide VALTECH MOBILITY with all laws, standards and other regulations on the basis of which it wishes the object of performance to be provided before placing the order. The CLIENT shall also provide VALTECH MOBILITY with all data, documents and other information to be taken into account in the creation of the object of performance in written form upon request before placing the order. 5.2 The CLIENT shall be obliged to name a contact person to VALTECH MOBILITY who has all the necessary skills to conclude and implement the contract, at the latest at the start of the project. 5.3 In accordance with the developmental nature of the projects, the dates and deadlines agreed in the timetable of the offer are only guidelines. The obligation to perform by VALTECH MOBILITY within the timetable of the offer shall be subject to the timely and proper fulfillment of the CUSTOMER’s obligations to cooperate. The dates or deadlines agreed in the timetable of the offer shall be automatically postponed or extended by the period during which the CLIENT fails to fulfill its obligations to cooperate in a timely and proper manner. If the CLIENT is in arrears with the payment of an earlier service, VALTECH MOBILITY shall be entitled to withhold its further services until payment has been made. The CUSTOMER may not derive any rights from the justified retention. The CUSTOMER shall bear the costs incurred in withholding the services or goods. The same shall apply to such obligations to cooperate that third parties must fulfill on behalf of the CUSTOMER. 5.4 If the CLIENT is in arrears with the payment of an earlier service, VALTECH MOBILITY shall be entitled to withhold its further services until payment has been made. The CLIENT may not derive any rights from the justified retention. The CUSTOMER shall bear the costs incurred in withholding the services or goods. 5.5 If partial services within the agreed scope of services are reasonable for the CUSTOMER, these may be provided and invoiced. Partial services shall be deemed reasonable for the CUSTOMER in particular if they can be used independently by the CUSTOMER in accordance with the purpose of the contract before the overall project is completed.
6. delays in performance
6.1 If VALTECH MOBILITY or its suppliers are unable to meet agreed deadlines and dates due to temporary obstacles to performance for which they are not responsible (e.g. force majeure, labor disputes, natural disasters, general shortages of energy and raw materials, insurmountable traffic disruptions), the deadline shall be extended or postponed by the period for which the temporary obstacle to performance existed. VALTECH MOBILITY shall inform the CLIENT of such a case without delay. 6.2 In the event of a delay for which VALTECH MOBILITY is responsible, the CLIENT’s compensation for delay shall be limited to a maximum of 5% of the value of the service. The CLIENT may also set VALTECH MOBILITY a reasonable grace period in writing for the provision of the service, which must be at least 15 working days. If this period expires without result, the CUSTOMER shall be entitled to withdraw from the contract. The above provisions shall apply accordingly if VALTECH MOBILITY – without being entitled to do so – provides its services only in part. However, if VALTECH MOBILITY has only partially performed its services, the CUSTOMER may only withdraw from the entire contract if it has no interest in the partial performance. 6.3 The CLIENT shall only have claims in accordance with the preceding paragraph to the extent that VALTECH MOBILITY is not liable without limitation in accordance with the statutory provisions or these GTC.
7 Place of use and fulfillment / transfer of risk on delivery and shipment
7.1 Unless expressly stated otherwise in the offer, the place of use and performance shall be the VALTECH MOBILITY business premises specified by VALTECH MOBILITY. Deliveries shall be agreed ex VALTECH MOBILITY’s place of business. If VALTECH MOBILITY ships the goods or works to a place other than the place of performance at the request of the CUSTOMER, the risk shall pass to the CUSTOMER as soon as VALTECH MOBILITY has delivered the goods to the forwarding agent, carrier or other person or institution designated to carry out the shipment. Shipments and returns shall always be at the CUSTOMER’s risk. 7.2 The contracting parties may agree to take out insurance for transportation damage at the CUSTOMER’s expense. There is no obligation to take out insurance. 7.3 Notwithstanding any agreements to the contrary, VALTECH MOBILITY shall be free to choose the means and route of transportation without being obliged to choose the fastest and/or cheapest option.
8. warranty for defects
8.1 The CUSTOMER’s claims in the event of defects in the contractual services shall be governed by the applicable statutory provisions, unless otherwise stipulated below. 8.2 VALTECH MOBILITY shall always provide its services on the basis of the generally recognized rules of technology and the state of the art known to it at the time the project is carried out, taking into account the care customary in the industry. 8.3 If the object of the service is the development of software, the CLIENT is aware that it is not possible to provide software development services that are completely free of errors according to the state of the art. This standard shall also be taken into account in particular when determining defects. 8.4 VALTECH MOBILITY warrants that program components/own developments developed by VALTECH MOBILITY are free of third-party rights that restrict or exclude the use of the contractual service for the contractually stipulated purpose. This shall not apply to third-party software, in particular free software (open source software, freeware and/or public domain software including subcomponents or parts thereof), which was used with the knowledge of the CUSTOMER. In this case, VALTECH MOBILITY shall assign any warranty claims to which it is entitled against its supplier to the CLIENT. The CUSTOMER is advised that the CUSTOMER must comply with license obligations when passing on free software. In particular, this may include the delivery of mandatory information (e.g. license texts, copyright notices, change notices, “written offer”) or source codes. 8.5 Insofar as the object of performance is dependent on third-party software (e.g. operating system, browser) for its operation or use, it shall only be guaranteed that it is compatible with the third-party software specified in the offer or, if none is specified here, with the third-party software in common use at the time of conclusion of the contract. VALTECH MOBILITY does not guarantee that the object of performance is compatible with later versions. The warranty also does not include the adaptation of the subject matter of the service to changed conditions of use and technical and functional developments such as changes to the IT environment, in particular changes to the hardware or operating system, adaptation to the functional scope of competing products or the creation of compatibility with new data formats. 8.6 The CUSTOMER shall give notice of defects in writing by means of a comprehensible description of the error symptoms, evidenced by written records, hard copies or other documents illustrating the defects. This complaint must be made immediately, but at the latest within fourteen working days of the discovery of a defect, in the case of recognizable defects after delivery. The notice of defects must enable the reproduction of the defect. The CUSTOMER’s statutory obligations to inspect and give notice of defects shall remain unaffected. 8.7 In the event of a defect, VALTECH MOBILITY shall initially only be obliged to provide subsequent performance. Subsequent performance shall be effected at VALTECH MOBILITY’s discretion by rectification or subsequent delivery.
If the object of performance is the development of software, VALTECH MOBILITY shall fulfill its obligation to provide subsequent performance by making a new version of the object of performance available to the CUSTOMER. Subsequent performance for software components may also be effected by making a new program version available. The removal of defective software and/or installation of a new version shall not be the subject of subsequent performance. 8.8 VALTECH MOBILITY shall bear the expenses necessary for the purpose of subsequent performance, in particular transport, travel, labor and material costs, insofar as these expenses are not increased by the fact that the goods have been moved to a location other than the original place of performance after delivery or have been combined with other items. Replaced parts shall become the property of VALTECH MOBILITY. The CUSTOMER may not demand reimbursement of installation and removal costs as part of subsequent performance. 8.9 If the subsequent performance fails, the CUSTOMER shall be entitled to demand a reduction in price or to withdraw from the contract, subject to the statutory requirements. 8.10 VALTECH MOBILITY may refuse subsequent performance until the CUSTOMER has paid the agreed remuneration to VALTECH MOBILITY, less a portion corresponding to the economic significance of the defect. 8.11 If the CUSTOMER asserts a defect to VALTECH MOBILITY and this defect cannot be determined or reproduced or the defect cannot be assigned to a warranty obligation of VALTECH MOBILITY after appropriate investigation (apparent defect) and the CUSTOMER could have recognized this, then the CUSTOMER shall reimburse VALTECH MOBILITY for the costs and expenses for verification and/or attempted rectification of the defect.
9. withdrawal / termination
9.1 If VALTECH MOBILITY’s claim to payment is jeopardized by the CUSTOMER’s inability to pay, VALTECH MOBILITY shall be entitled to refuse performance until the CUSTOMER has effected payment or provided security for it. VALTECH MOBILITY’s claim to payment shall be deemed to be jeopardized in particular if
- the CLIENT is in arrears with the payment of the agreed remuneration with two consecutive invoices;
- VALTECH MOBILITY learns of an imminent insolvency of the CUSTOMER, the opening of insolvency proceedings or preliminary insolvency proceedings against the assets of the CUSTOMER or the rejection of an insolvency petition.
If payment or provision of security is not made within 12 working days following a one-off request to this effect, VALTECH MOBILITY shall be entitled to withdraw from the contract or to terminate the contract and, in addition to the remuneration for all services rendered to date, may demand compensation for standby costs amounting to one fifth of an average monthly remuneration calculated on the basis of the average of the last 3 months. If the execution of the project began less than 3 months ago, the average monthly remuneration shall be calculated according to the shorter term of the project. VALTECH MOBILITY shall be at liberty to claim higher damages. The CLIENT shall be entitled to prove that VALTECH MOBILITY has not incurred any expenses or damages at all or that the amount of damages is lower than the lump sum. 9.2 If VALTECH MOBILITY itself is not supplied, is not supplied correctly or is not supplied on time, even though it has placed sufficient orders with reliable suppliers, VALTECH MOBILITY shall be released from its obligation to perform and may withdraw from the contract. This shall only apply if VALTECH MOBILITY informs the CUSTOMER of the non-availability of the service and immediately reimburses the CUSTOMER for any consideration already provided.
10. acceptance
10.1 The CLIENT shall be obliged to accept a work and to inform VALTECH MOBILITY of the acceptance carried out. This shall be deemed to have taken place no later than 15 working days after notification of completion and request for acceptance, unless the agreed milestone plan contains a deviating provision. Otherwise, the provision in the milestone plan shall take precedence. 10.2 If the production of a work is owed as a contractual service, the CLIENT shall be responsible for immediately reporting any defects identified during acceptance.
11. liability
11.1 VALTECH MOBILITY shall be liable without limitation in the event of malice, intent or gross negligence in accordance with the statutory provisions. 11.2 Damage caused by VALTECH MOBILITY through slight negligence shall only be compensated if this involves the breach of a material obligation, the fulfillment of which is essential for the proper execution of the contract and on the fulfillment of which the CUSTOMER may regularly rely (cardinal obligation). In this case, VALTECH MOBILITY’s liability shall also be limited to the extent of the damage that VALTECH MOBILITY could typically expect to incur based on the circumstances known at the time the contract was concluded and in view of the nature of the contractual agreements. 11.3 Furthermore, VALTECH MOBILITY shall only be liable for the loss of or damage to data and its recovery if such a loss could not have been avoided by the CUSTOMER through appropriate, proper data backup measures. 11.4 The above exclusions and limitations of liability shall also apply in favor of VALTECH MOBILITY’s employees, representatives, organs and vicarious agents, as well as in favor of other third parties that VALTECH MOBILITY uses to fulfill the contract. 11.5 Cases of mandatory statutory liability (e.g. claims for damages under the Product Liability Act) and liability for damages resulting from injury to life, limb or health shall remain unaffected by the above limitations of liability.
12. statute of limitations
Subject to Sections 438 (1) No. 2, 479, 634 a (1) No. 2 BGB, claims based on a defect in accordance with the provisions of these GTC shall become time-barred one year after the statutory commencement of the limitation period, unless VALTECH
13. reservation of title
13.1 VALTECH MOBILITY shall retain title to goods delivered by VALTECH MOBILITY until all claims arising from the business relationship, including future claims arising from contracts concluded at the same time or at a later date, have been settled. This shall also apply if claims have been included in a current invoice and the balance has been struck and recognized. The CUSTOMER undertakes to treat the delivered goods with care and to insure them in favor of VALTECH MOBILITY against the usual risks (e.g. fire, water, storm, theft). 13.2 The CUSTOMER shall be entitled to sell or process the goods in the ordinary course of business. Any processing shall be carried out on behalf of VALTECH MOBILITY without any obligation on the part of VALTECH MOBILITY. If the goods subject to retention of title are processed, combined or mixed with other items, VALTECH MOBILITY shall in principle acquire a co-ownership share in the new item, in the case of processing in the ratio of the value (= gross invoice value including ancillary costs and taxes) of the goods subject to retention of title to the new item, and in the case of combining or mixing in the ratio of the value of the goods subject to retention of title to the value of the other goods. As soon as VALTECH MOBILITY’s ownership is lost as a result of mixing or combining, the CUSTOMER shall transfer co-ownership to VALTECH MOBILITY on a pro rata basis. 13.3 The CUSTOMER hereby assigns to VALTECH MOBILITY by way of security all claims arising from the resale against a customer or third party, including those arising from inclusion in current account relationships. VALTECH MOBILITY accepts the assignment. After the assignment, the CUSTOMER shall be authorized to collect the claims assigned to VALTECH MOBILITY. VALTECH MOBILITY reserves the right to revoke the authorization to resell and collect and to collect the assigned claims itself if the CUSTOMER fails to properly fulfil its contractual obligations to VALTECH MOBILITY.
14. industrial property rights and copyrights, rights to work results
14.1 VALTECH MOBILITY shall remain the owner of the industrial property rights and copyrights to which it is entitled at the time of conclusion of the respective contract (old industrial property rights). To the extent that VALTECH MOBILITY’s existing intellectual property rights are required for the exploitation of the work result (as defined in clause 14.2), the CUSTOMER shall be granted a non-exclusive right of use, limited in terms of territory, time and content, non-transferable and revocable at any time, against payment, which enables the CUSTOMER to use the work result for the agreed purpose. 14.2 Unless expressly agreed otherwise, VALTECH MOBILITY shall be and remain the rights holder to all results, including all inventions, know-how, test and development reports, suggestions, ideas, drafts, designs, proposals, samples and models, which it achieves as part of its development and service results (hereinafter “WORK RESULTS”). The same shall apply to the illustrations, drawings, calculations and other documents made available to the CUSTOMER and to all information received since the commencement of contractual negotiations with regard to VALTECH MOBILITY’s activities, services and goods. These may not be made accessible to third parties without VALTECH MOBILITY’s prior written consent. 14.3 Insofar as the WORK RESULTS are capable of being protected by industrial property rights, only VALTECH MOBILITY shall in principle be entitled to file applications in its own name, to pursue and drop the industrial property rights. 14.4 Insofar as the WORK RESULTS are protected by copyrights to which VALTECH MOBILITY is entitled, it shall grant the CLIENT rights of use that enable the CLIENT to use the WORK RESULT for the agreed purpose.
15. secrecy
15.1 The CLIENT may, in the context of concluded contracts, be provided with or otherwise become aware of information requiring confidentiality which was previously not known or readily accessible either in its entirety or in its details, which is therefore of economic value, which is protected by VALTECH MOBILITY through appropriate confidentiality measures and in which there is a legitimate interest in confidentiality (hereinafter “CONFIDENTIAL INFORMATION”). If information requiring confidentiality under these GTC does not meet the requirements of a trade secret within the meaning of the German Trade Secrets Act (GeschGehG), this information shall nevertheless be subject to the confidentiality obligations under these GTC. 15.2 CONFIDENTIAL INFORMATION shall fully include all embodied, electronic, oral or otherwise obtained information, findings, results and data as well as all copies and summaries thereof, as well as all documents and materials produced with recourse to the aforementioned, which are communicated to the CLIENT by VALTECH MOBILITY on the occasion of or during discussions in the context of concluded contracts and/or their execution, or which come to the attention of the CLIENT on this occasion, irrespective of how the exchange or knowledge takes place (e.g. also by unencrypted e-mail, fax or e-mail).(e.g. also by unencrypted e-mail) or whether they are expressly marked as confidential (e.g. “confidential” or “secret”). This includes all technical or business data (e.g. personal data, project, development, research and planning data, offers and responses to offers, inquiry documents and all other information), non-series vehicles or vehicle components, devices, materials, technical processes, software programs, software codes, algorithms, documents (e.g. drawings, drafts, sketches, plans, descriptions, image recordings, calculations), experience, knowledge, business or other technical knowledge, procedures, samples, specimens, processes, demonstrations and tests, including know-how, as well as not yet published applications for industrial property rights, which the CUSTOMER obtains via VALTECH MOBILITY within the framework of concluded contracts and/or their execution. 15.3 The CLIENT undertakes to keep the CONFIDENTIAL INFORMATION secret even after the termination of the contract in the sense of a trade secret in accordance with the law on the protection of trade secrets and to use it only for the purposes of the concluded contract and its execution and only within the limits provided for in these terms and conditions and in concluded contracts. Disclosure within the company shall be limited to the extent necessary for the performance of the contract (“need-to-know”). 15.4 Any further use or disclosure to third parties shall only be permitted to the CLIENT if VALTECH MOBILITY has given its express prior written consent. 15.5 The CLIENT undertakes to ensure that all natural and legal persons who become aware of the CONFIDENTIAL INFORMATION during the execution of concluded contracts are obliged to maintain confidentiality in accordance with these provisions. To the extent permitted by law, these obligations shall also be imposed on the CLIENT’s employees for the period after their departure.
15.6 The obligation to maintain secrecy and not to exploit the CONFIDENTIAL INFORMATION shall not apply insofar as it – was demonstrably known to the CUSTOMER prior to the notification or – was known or generally accessible to the public prior to the notification or becomes known after the notification through no fault of the CUSTOMER or – essentially corresponds to information that was disclosed or made accessible to the CUSTOMER at any time by an authorized third party. 15.7 The CUSTOMER may only refer to the business relationship with VALTECH MOBILITY in advertising or other documents with the prior written consent of VALTECH MOBILITY. The same shall apply to the use of trademarks, trade names and other designations of VALTECH MOBILITY. 15.8 The above obligations shall not restrict any further obligations of the CUSTOMER arising from other confidentiality obligations towards VALTECH MOBILITY; in particular, a separate confidentiality agreement concluded shall take precedence over these provisions. The CLIENT undertakes to sign VALTECH MOBILITY’s non-disclosure agreement upon conclusion of the contract, if it has not already done so.
16. termination of order
16.1 The CLIENT may terminate a contract for work in writing without stating reasons until the work has been completed. If the CLIENT terminates the contract, VALTECH MOBILITY shall be entitled to demand the agreed remuneration. However, VALTECH MOBILITY shall be entitled to offset any expenses it saves as a result of the termination of the contract or acquires or maliciously refrains from acquiring through other use of its labor. It is assumed that VALTECH MOBILITY shall then be entitled to 5% of the agreed remuneration attributable to the part of the work not yet performed. 16.2 Upon termination of the contract, VALTECH MOBILITY shall hand over the work result achieved up to the time of termination to the CUSTOMER after the latter has paid the remuneration claim, any standby costs and all other outstanding services.
17th English version
Any English version of these terms and conditions is for convenience only. The German version alone shall be authoritative and shall take precedence over the English version in the event of contradictions or deviations. This shall also apply accordingly to all other related documents, such as other applicable documents.
18. assignment
The assignment or transfer of contractual rights or obligations by the CLIENT shall require the prior written consent of VALTECH MOBILITY in order to be effective. VALTECH MOBILITY shall only refuse such consent if its legitimate interests outweigh those of the CUSTOMER. If such an assignment is made without VALTECH MOBILITY’s consent, it shall be effective, but VALTECH MOBILITY may, at its discretion, make payment to the CUSTOMER or the third party with discharging effect.
19. prohibition of set-off
The CUSTOMER may only set off undisputed or legally established claims.
20 Applicable law and place of jurisdiction
20.1 These Terms and Conditions and the entire legal relationship between the contracting parties shall be governed by the law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods. 20.2 However, the conditions and effects of the retention of title in accordance with these Terms and Conditions shall be governed by the law of the respective location of the item, insofar as the choice of law made in favor of German law is inadmissible or ineffective. 20.3 The place of jurisdiction for all claims arising from or in connection with these terms and conditions and the entire legal relationship between the contracting parties shall be the registered office of VALTECH MOBILITY. VALTECH MOBILITY shall, however, be at liberty to assert claims against the CUSTOMER at other statutory places of jurisdiction.
21. written form
21.1 Contracts/agreements concluded on the basis of these Terms and Conditions must be in writing; there are no verbal collateral agreements. Amendments and supplements, including amendments to this clause, must be agreed in writing. This written form requirement shall not apply if amendments or additions are negotiated in detail between the contracting parties after conclusion of the contract. In this case, informal agreements between the parties shall also be effective. 21.2 The written form requirement is satisfied by the transmission by telecommunication of the signed and scanned declaration or, in the case of a contract, of the signed and scanned contract text. 21.3 Legally relevant declarations and notifications to be made by the CUSTOMER to VALTECH MOBILITY after conclusion of the contract (e.g. setting of deadlines, reminders, exercise of formative rights) must be made in writing to be effective.
22. severability clause
Should individual provisions of this contract be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions, unless adherence to the contract without the invalid clause would constitute an unreasonable hardship for one of the contracting parties. Insofar as the invalidity does not result from a breach of the provisions of the General Terms and Conditions, the invalid provision shall be replaced by negotiation between the parties by a valid provision that comes as close as possible to the intended provision. The same applies in the event of a loophole.
Status: August 2024