General Terms and Conditions of Sale

1. General

1.1. The fol­low­ing Terms and Con­di­tions of sale apply to all deliv­er­ies and ser­vices of PeCon GmbH unless oth­er agree­ments have been express­ly made. With the order the Cus­tomer accepts these Terms and Con­di­tions. The Customer’s con­di­tions of pur­chase are not bind­ing for PeCon GmbH, even if they are not express­ly exclud­ed.
1.2. Any claims held against PeCon GmbH may not be assigned to third par­ties. Sec­tion 354a of the Ger­man Com­mer­cial Code (HGB) shall remain unaf­fect­ed.
1.3. The sale, resale and the dis­pos­al of goods and ser­vices includ­ing any asso­ci­at­ed tech­nol­o­gy or doc­u­men­ta­tion may be gov­erned by Ger­man, EU, US export con­trol reg­u­la­tions as well as by the export con­trol reg­u­la­tions of fur­ther coun­tries. Any resale of goods to embar­goed coun­tries or to denied per­sons or per­sons that use or may use the goods for mil­i­tary pur­pos­es, ABC weapons or nuclear tech­nol­o­gy is sub­ject to an offi­cial license. Cus­tomer declares with his order the con­for­mi­ty with such statutes and reg­u­la­tions and that the goods will not direct­ly or indi­rect­ly deliv­ered into coun­tries that pro­hib­it or restrict the import of such goods. Cus­tomer declares to have obtained all licens­es required for export and import.

2. Conclusion of Contract

Offers of PeCon GmbH are always deliv­ered with­out engage­ment. Orders only become bind­ing by our writ­ten order con­fir­ma­tion. Upon export, agree­ments made will be report­ed in writ­ing by PeCon GmbH.

3. Placing of Order

Offers and orders that are made ver­bal­ly, by remote data trans­mis­sion or by e-mail are only legal­ly bind­ing if they are con­firmed by PeCon GmbH in writ­ing or the goods have been sent with an invoice to the Cus­tomer. Offers may change unless oth­er­wise agreed.

4. Prices

4.1. All prices are net in EUR.
4.2. The prices quot­ed in the order con­fir­ma­tion of PeCon GmbH shall sole­ly apply. Addi­tion­al ser­vices will be invoiced sep­a­rate­ly.
4.3. Unless oth­er­wise express­ly agreed, the prices are quot­ed ex works of PeCon GmbH. The Cus­tomer shall bear all addi­tion­al freight costs, pack­ing costs in excess of stan­dard pack­ing, pub­lic fees (includ­ing with­hold­ing tax­es) and duties.
4.4. In the case of a sig­nif­i­cant increase in the prices before deliv­ery of the order, these can be added after noti­fi­ca­tion to the Cus­tomer at the agreed price. The Cus­tomer is enti­tled to can­cel the order with­in 7 days after noti­fi­ca­tion of the price increase.

5. Delivery

5.1. Unless oth­er­wise express­ly agreed, PeCon GmbH shall deliv­er ex works (EXW INCOTERMS 2010).
5.2. Deliv­ery peri­ods shall only be bind­ing if express­ly agreed in writ­ing. Deliv­ery peri­ods shall begin on the date of the order con­fir­ma­tion by PeCon GmbH, how­ev­er, in no case pri­or to set­tle­ment of all details relat­ing to an order includ­ing the fur­nish­ing of any required offi­cial cer­tifi­cates. Deliv­ery peri­ods shall be deemed to be met on time­ly noti­fi­ca­tion of readi­ness to ship if the goods can­not be dis­patched in time through no fault of PeCon GmbH (e.g. due to force majeure, strike, machine mal­func­tion, lack of mate­r­i­al).
5.3. With respect to deliv­ery peri­ods and dates, which are not express­ly defined as fixed in the order con­fir­ma­tion, the Cus­tomer may - two weeks after expiry of such a deliv­ery peri­od or date - set an ade­quate grace peri­od for deliv­ery. PeCon GmbH may only be deemed to be in default after expiry of such a grace peri­od.
5.4. If the cir­cum­stances spec­i­fied in 5.2 occur, the deliv­ery time is extend­ed appro­pri­ate­ly or PeCon GmbH is autho­rized in whole or in part to with­draw from the con­tract and to revoke the deliv­ery. PeCon GmbH under­takes to inform the pur­chas­er imme­di­ate­ly in this case about the unavail­abil­i­ty and is autho­rized to make use of a rea­son­able peri­od of grace.
5.5. With­out prej­u­dic­ing PeCon GmbH’s rights from Customer’s default, deliv­ery peri­ods and dates shall be deemed to be extend­ed by the peri­od of time dur­ing which the Cus­tomer fails to com­ply with his oblig­a­tions towards PeCon GmbH. In case PeCon GmbH does not com­ply with its oblig­a­tions PeCon GmbH shall only be liable for all types of dam­ages in accor­dance with sec­tion 11 of these Terms and Con­di­tions.
5.6. PeCon GmbH reserves the right to car­ry out a deliv­ery using its own deliv­ery organ­i­sa­tion.
5.7. PeCon GmbH may per­form par­tial deliv­er­ies and ren­der par­tial ser­vices if such action would not unrea­son­ably affect the Cus­tomer.
5.8. The Cus­tomer may rescind the con­tract after two unsuc­cess­ful grace peri­ods unless the hin­drance is mere­ly tem­po­rary in nature and a delay would not unrea­son­ably affect the Cus­tomer.
5.9. Any con­trac­tu­al or statu­to­ry right of a Cus­tomer to rescind the con­tract, which the Cus­tomer fails to exer­cise with­in a rea­son­able peri­od of time set by PeCon GmbH, shall be for­feit­ed.

6. Shipment, Passing of Risk

6.1. The goods are shipped in the pack­ag­ing of PeCon GmbH and are select­ed accord­ing to the respec­tive require­ments. The use of cus­tomized pack­ag­ing is only pos­si­ble by pri­or arrange­ment.
6.2. Unless oth­er­wise express­ly agreed, ship­ment shall always be car­ried out at the Customer’s risk. The risk shall pass to the Cus­tomer as soon as the goods have been hand­ed over to the per­son exe­cut­ing the ship­ment.
6.3. Unless oth­er­wise express­ly agreed, the choice of means of trans­port lies with PeCon GmbH. Basi­cal­ly, an excess or short deliv­ery with­in the com­mer­cial scope is pos­si­ble.
6.4. If a ship­ment is delayed for rea­sons to be attrib­uted to the Cus­tomer, the risk of acci­den­tal dete­ri­o­ra­tion, loss and destruc­tion shall pass to the Cus­tomer on noti­fi­ca­tion of PeCon GmbH’s readi­ness to ship. Required stor­age costs after pass­ing of risk shall be borne by the Cus­tomer. This shall not affect any oth­er claims.
6.5. If the Cus­tomer defaults in accept­ing, PeCon GmbH shall be enti­tled to claim refund of any expen­di­ture asso­ci­at­ed there­with and the risk of acci­den­tal dete­ri­o­ra­tion, loss and destruc­tion shall pass to the Cus­tomer.

7. Payment

7.1. Unless oth­er­wise agreed, pay­ments for the deliv­ery of goods must be made with­in 14 days of the date of invoice with­out deduc­tion. The time­li­ness of pay­ment is deter­mined by the receipt of the mon­ey. When pay­ing by bank trans­fer, the pay­ment oblig­a­tion is only ful­filled if the invoice amount is final­ly cred­it­ed to the bank account of PeCon GmbH.
7.2. PeCon GmbH reserves the right to deliv­er in advance.
7.3. For over­due amounts, PeCon GmbH is enti­tled to charge inter­est in the amount of its bank inter­est, but at least to the amount of the statu­to­ry default inter­est rate, with­out prej­u­dice to the pos­si­bil­i­ty of assert­ing high­er, actu­al dam­age.
7.4. Cus­tomers may only with­hold or off­set due pay­ments against their own counter-claims if these are uncon­test­ed or have been found to be legal­ly bind­ing.
7.5. Any of PeCon GmbH’s receiv­ables shall be imme­di­ate­ly payable in the event of a default in pay­ment or sus­pen­sion of the Customer’s pay­ments. In any of these afore­men­tioned cas­es, PeCon GmbH shall also be able to per­form remain­ing deliv­er­ies only against advance pay­ment or pro­vi­sion of secu­ri­ty, and, if no such advance pay­ment is made or secu­ri­ty pro­vid­ed with­in a two-week time peri­od, to can­cel the con­tract with­out fix­ing anoth­er exten­sion term. This shall not affect any fur­ther claims.

8. Retention of Title

8.1. Deliv­ered goods shall ful­ly remain prop­er­ty of PeCon GmbH (goods sold sub­ject to reten­tion of title) until all receiv­ables, on what­ev­er legal grounds, have been ful­ly paid up. The Cus­tomer must noti­fy PeCon GmbH imme­di­ate­ly of any lim­i­ta­tion of his rights to the goods in his pos­ses­sion, in par­tic­u­lar hypoth­e­ca­tion. If the Cus­tomer does not ful­fill his oblig­a­tions in full, he has to hand over the goods to PeCon GmbH on request, even if PeCon GmbH does not ter­mi­nate the con­tract.
8.2. If PeCon GmbH claims reten­tion of title, this shall only be under­stood as rescind of the con­tract if express­ly stat­ed so by PeCon GmbH in writ­ing. The Customer’s right to pos­sess goods under reten­tion of title shall be null and void if he fails to meet his con­trac­tu­al oblig­a­tions.
8.3. In case of pro­cess­ing, com­bin­ing or mix­ing of goods sub­ject to reten­tion of title with goods of the Cus­tomer, PeCon GmbH shall be enti­tled to co-ownership of the new prop­er­ty inas­much as the invoiced val­ue of goods sold with reten­tion of title relates to the val­ue of the oth­er involved goods. Where PeCon GmbH co-ownership becomes null and void due to pro­cess­ing, com­bin­ing or mix­ing with oth­er goods, the Cus­tomer imme­di­ate­ly assigns to PeCon GmbH those of his rights of own­er­ship in the new prop­er­ty or com­pound mat­ter which cor­re­spond to the amount of the val­ue of goods sub­ject to reten­tion of title by PeCon GmbH. Cus­tomer shall also be respon­si­ble for hold­ing such rights in safe cus­tody on the behalf of PeCon GmbH and at Customer’s own expense. Any rights to co-ownership cre­at­ed as a result of such pro­cess­ing, com­bin­ing or mix­ing shall be sub­ject to sec­tion 8.1 of these Terms and Con­di­tions.
8.4. The Cus­tomer may resell, process, com­bine or mix with oth­er prop­er­ty, or oth­er­wise inte­grate goods under reten­tion of title in nor­mal busi­ness oper­a­tions, as long as the Cus­tomer is not default­ing. The Cus­tomer shall be pro­hib­it­ed from tak­ing any oth­er dis­po­si­tion regard­ing goods for which PeCon GmbH retains title. All inter­ven­tion costs will be charged to the Cus­tomer if and to the extent that they can­not be col­lect­ed from such third par­ty. If the Cus­tomer grants his buy­er addi­tion­al time for pay­ment of the sales price, Cus­tomer shall reserve title in goods resold with reten­tion of PeCon GmbH’s title under the same terms which PeCon GmbH has applied when deliv­er­ing such goods with reten­tion of title. The Cus­tomer shall be pro­hib­it­ed from any oth­er kind of resale.
8.5. The Cus­tomer shall imme­di­ate­ly assign to PeCon GmbH any receiv­ables result­ing from a resale of goods ini­tial­ly sold with reten­tion of PeCon GmbH’s title. These will be used to sub­sti­tute the goods under reten­tion of title as col­lat­er­al of the equiv­a­lent amount. The Cus­tomer shall only be enti­tled and autho­rised to resell such goods if his receiv­ables there­from accrue to PeCon GmbH.
8.6. If the Cus­tomer resells goods under reten­tion of our title togeth­er with goods from oth­er sup­pli­ers at a cer­tain total price, Cus­tomer shall assign to PeCon GmbH his receiv­ables from such resale in the same amount as stat­ed in the invoice for goods ini­tial­ly sold with reten­tion of title by PeCon GmbH.
8.7. If an assigned receiv­able is includ­ed into a cur­rent account, the Cus­tomer imme­di­ate­ly assigns to PeCon Gmbh that part of the bal­ance which is equiv­a­lent to the amount of such receiv­able, includ­ing the final bal­ance from cur­rent account oper­a­tions.
8.8. Until PeCon GmbH gives notice of revo­ca­tion, the Cus­tomer shall be autho­rised to col­lect receiv­ables assigned to PeCon GmbH. PeCon GmbH shall be enti­tled to such revo­ca­tion if the Cus­tomer fails to meet his pay­ment oblig­a­tions under the busi­ness rela­tion­ship with PeCon GmbH in due course. If the pre­con­di­tions for exer­cis­ing a revo­ca­tion right are ful­filled, the Cus­tomer shall prompt­ly noti­fy PeCon GmbH of any assigned receiv­ables with respec­tive debtors, fur­nish all data required for col­lec­tion of such receiv­ables, hand over all relat­ed doc­u­men­ta­tion and advise the debtors of such assign­ment. PeCon GmbH reserves the right to per­son­al­ly advise the debtors of such assign­ment.
8.9. If the val­ue of the col­lat­er­al deposit­ed for the ben­e­fit of PeCon GmbH exceeds the amount of secured claims by a total of more than fifty (50) per cent, the Cus­tomer shall be enti­tled to demand that PeCon GmbH inso­far release secu­ri­ties of the choice of PeCon GmbH.

9. Software Rights

9.1. Soft­ware pro­grams will ful­ly remain the prop­er­ty of PeCon GmbH. No pro­gram, doc­u­men­ta­tion or sub­se­quent upgrade there­of may be dis­closed to any third par­ty, with­out the pri­or writ­ten con­sent by PeCon GmbH, nor may they be copied or oth­er­wise dupli­cat­ed, even for the Customer’s inter­nal needs apart from a sin­gle back-up copy for safe­ty pur­pos­es.
9.2. The Cus­tomer is grant­ed a non-exclusive, non-assignable right to use the soft­ware, includ­ing any relat­ed doc­u­men­ta­tion and updates, for no oth­er pur­pose than that of oper­at­ing the prod­uct, for which such soft­ware is intend­ed. For pro­grams and doc­u­men­ta­tion cre­at­ed and deliv­ered at the Customer’s request, PeCon GmbH shall grant that Cus­tomer sin­gle end user licences for non-exclusive non-assignable exploita­tion.
9.3. Typ­i­cal­ly, no source pro­grams are pro­vid­ed. This shall require a spe­cial writ­ten agree­ment in each par­tic­u­lar case.

10. Complaints, Warranty

10.1. The Cus­tomer must check imme­di­ate­ly after receipt of the goods, if the type and quan­ti­ty cor­re­spond to the con­trac­tu­al agree­ment. Defects that can be iden­ti­fied by prop­er inspec­tion of the goods and deliv­ery of goods and oth­er than the ordered quan­ti­ties must be assert­ed and com­mu­ni­cat­ed in writ­ing with­in eight days after receipt of the goods. Hid­den defects must be report­ed imme­di­ate­ly to PeCon GmbH after dis­cov­ery.
10.2. Noti­fy defects must be made in writ­ing.
10.3. The gen­er­al lim­i­ta­tion peri­od for claims for defects shall be 12 months. This shall not apply to Customer’s claims for dam­ages based on dam­ages of body or health caused by a defect for which PeCon GmbH is respon­si­ble or claims for dam­ages based on inten­tion­al or gross­ly neg­li­gent con­duct by PeCon GmbH.
10.4. The goods claimed to be defec­tive shall be returned to PeCon GmbH for exam­i­na­tion in their orig­i­nal or equiv­a­lent pack­ag­ing. PeCon GmbH shall rem­e­dy defects if the war­ran­ty claim is valid and with­in the war­ran­ty peri­od. It is at PeCon GmbH dis­cre­tion whether PeCon GmbH reme­dies the defect by repair or replace­ment. PeCon GmbH shall only bear the costs nec­es­sary to rem­e­dy the defect.
10.5. PeCon GmbH shall be enti­tled to refuse to rem­e­dy defects in accor­dance with PeCon GmbH’s statu­to­ry rights. PeCon GmbH may refuse to rem­e­dy defects if the Cus­tomer has not com­plied with PeCon GmbH’s request to return the goods claimed to be defec­tive.
10.6. The Cus­tomer shall be enti­tled to rescind the con­tract or reduce the con­tract price in accor­dance with his statu­to­ry rights, how­ev­er, the Cus­tomer shall not be enti­tled to rescind the con­tract or to reduce the con­tract price, unless the Cus­tomer has pre­vi­ous­ly giv­en PeCon GmbH twice a rea­son­able peri­od to rem­e­dy the defect which PeCon GmbH has failed to observe, unless set­ting of such a peri­od to rem­e­dy defects is dis­pens­able. In the event of rescis­sion, Cus­tomer shall be liable for any inten­tion­al or neg­li­gent actions that cause destruc­tion or loss of the goods as well as for fail­ure to derive ben­e­fits from the goods.
10.7. If PeCon GmbH mali­cious­ly with­holds dis­clo­sure of a defect or gives a qual­i­ty war­ran­ty in accor­dance with sec­tion 444 of the Ger­man Civ­il Code (a rep­re­sen­ta­tion by PeCon GmbH that the goods will have cer­tain qual­i­ties at the time the risk pass­es and accep­tance by PeCon GmbH of strict lia­bil­i­ty in the event that they do not), the Customer’s rights shall be gov­erned exclu­sive­ly by the statu­to­ry pro­vi­sions.
10.8. Any rights of the Cus­tomer to receive dam­ages or com­pen­sa­tion shall be gov­erned by the pro­vi­sions in sec­tion 11 of these Terms and Con­di­tions.
10.9. Spec­i­fi­ca­tions of PeCon GmbH’s goods, espe­cial­ly pic­tures, draw­ings, data about weight, mea­sure and capac­i­ty con­tained in offers and brochures are to be con­sid­ered as aver­age data. Such spec­i­fi­ca­tions and data shall in no way con­sti­tute a qual­i­ty war­ran­ty but mere­ly a descrip­tion or labelling of the goods.
10.10. Unless lim­its for vari­a­tions have express­ly been agreed in the order con­fir­ma­tion, such vari­a­tions shall be admis­si­ble that are cus­tom­ary with­in the trade.
10.11. PeCon GmbH shall not accept any lia­bil­i­ty for defects in the goods sup­plied if they are caused by nor­mal wear and tear. The Cus­tomer shall have no rights against PeCon GmbH in respect of defects in goods sold as lower-class or used goods.
10.12. Any war­ran­ty shall be void if oper­at­ing or main­te­nance instruc­tions are not observed, if changes are made to deliv­er­ies or ser­vices, if parts are replaced or mate­ri­als used that are not in accor­dance with the orig­i­nal prod­uct spec­i­fi­ca­tions by PeCon GmbH, unless the Cus­tomer can show that the defect in ques­tion result­ed from anoth­er cause.

11. Limited Liability

11.1. In case of a breach of con­trac­tu­al oblig­a­tions, defec­tive deliv­er­ies or tor­tu­ous acts, PeCon GmbH shall only be oblig­ed to com­pen­sate dam­ages or expens­es – sub­ject to any oth­er con­trac­tu­al or statu­to­ry con­di­tions for lia­bil­i­ty – if PeCon GmbH has act­ed inten­tion­al­ly or with gross neg­li­gence or in cas­es of minor neg­li­gence, if such neg­li­gence results in the breach of an essen­tial con­trac­tu­al duty (a duty the breach of which puts the ful­fil­ment of the pur­pose of the con­tract at risk). How­ev­er, in case of minor neg­li­gence, PeCon GmbH’s lia­bil­i­ty shall be lim­it­ed to typ­i­cal dam­ages which are fore­see­able at the time of the con­clu­sion of the con­tract
11.2. The lia­bil­i­ty of PeCon GmbH for loss­es caused by late deliv­ery due to minor neg­li­gence shall be lim­it­ed to 5% of the agreed pur­chase price.
11.3. The exclu­sions and lim­i­ta­tions of lia­bil­i­ty in sec­tions 11.1 - 11.2 shall not apply in cas­es of a qual­i­ty war­ran­ty in accor­dance with sec­tion 444 of the Ger­man Civ­il Code (see sec­tion 10.7), in cas­es where PeCon GmbH has mali­cious­ly failed to dis­close a defect, in case of dam­ages result­ing from death, injury to health or phys­i­cal injury or where the laws on prod­uct lia­bil­i­ty impose over­rid­ing lia­bil­i­ties which can­not be exclud­ed.
11.4. The lim­i­ta­tion peri­od for claims against PeCon GmbH – based on what­ev­er legal ground – shall be 12 months from the date of deliv­ery to the Cus­tomer and in case of tor­tious claims, 12 months from the date the Cus­tomer becomes aware or could have become aware of the grounds giv­ing rise to a claim and the liable per­son, had the Cus­tomer not been gross­ly neg­li­gent. The pro­vi­sions in this clause shall nei­ther apply in cas­es of inten­tion­al or gross neg­li­gent breach­es of duty nor shall they apply in cas­es referred to in sec­tion 11.3 of these Terms and Con­di­tions.
11.5. If the Cus­tomer is an inter­me­di­ary sell­er of the goods obtained from PeCon GmbH and the final pur­chas­er of the goods is a con­sumer, the lim­i­ta­tion peri­od for any action of recourse against PeCon GmbH by the Cus­tomer shall be the peri­od spec­i­fied by statute.
11.6. The lia­bil­i­ty of PeCon GmbH for soft­ware sup­plied by PeCon GmbH shall be lim­it­ed to lia­bil­i­ty for loss­es or alter­ation of data caused by the pro­gram; how­ev­er, PeCon GmbH shall not be liable for any loss­es or alter­ation of data which could have been avoid­ed by the Customer’s com­pli­ance with its duty to secure such data at appro­pri­ate inter­vals and at least once per day.
11.7. PeCon GmbH assumes no lia­bil­i­ty for the qual­i­ty and valid­i­ty of the data result­ing from the use of PeCon GmbH pro­ducts. This also applies to all pro­ducts dis­trib­uted by PeCon GmbH.
11.8. If the Cus­tomer pass­es on data to third par­ties that were gen­er­at­ed with pro­ducts sup­plied by PeCon GmbH, the Cus­tomer exempts PeCon GmbH from all claims that third par­ties claim against PeCon GmbH on the basis of qual­i­ty or indi­rect (e.g. by way of recourse).
11.9. Inci­den­tal­ly, the lia­bil­i­ty of PeCon GmbH is lim­it­ed to the amount invoiced by PeCon GmbH for the deliv­ered or processed goods.
11.10. For dam­age caused by delay the PeCon GmbH is liable for slight neg­li­gence only up to 5% of the agreed pur­chase price.

12. Cancellation of Orders / Product Returns

12.1. If an order is can­celled by the Cus­tomer before deliv­ery of the goods, PeCon GmbH is enti­tled to charge the Cus­tomer all costs incurred by the can­cel­la­tion. This applies in par­tic­u­lar to can­cel­la­tion fees, which PeCon GmbH charges from its sup­pli­ers. The return of fault­less goods takes place only with the express con­sent of PeCon GmbH free domi­cile.

13. Disposal

13.1. Cus­tomer is oblig­ed to close­ly observe the doc­u­ments accom­pa­ny­ing the goods and to ensure the cor­rect dis­pos­al of the goods in accor­dance with the applic­a­ble law.
13.2. In case Cus­tomer is a mer­chant, Cus­tomer shall be oblig­ed to dis­pose the goods at its own costs. Cus­tomer shall be oblig­ed to trans­fer this oblig­a­tion on the pur­chas­er of the goods or parts there­of in case of a resale of the goods. In case the Cus­tomer is a con­sumer the statu­to­ry pro­vi­sions regard­ing dis­pos­al of waste shall apply.

14. Data Protection, Confidentiality

14.1. Unless oth­er­wise express­ly stip­u­lat­ed in writ­ing, no infor­ma­tion pro­vid­ed to PeCon GmbH in con­nec­tion with orders shall be regard­ed as con­fi­den­tial, unless their con­fi­den­tial nature is obvi­ous.
14.2. PeCon GmbH is enti­tled to use all rel­e­vant Cus­tomer data accord­ing to the pro­vi­sions of the Fed­er­al Data Pro­tec­tion Act for its own pur­pos­es.

15. Industrial Property Rights, Copyrights of third Parties

15.1. In the event of claims against the Cus­tomer because of breach of an indus­tri­al prop­er­ty right or a copy­right in using deliv­er­ies or ser­vices sup­plied by PeCon GmbH in accor­dance with the con­trac­tu­al­ly defined man­ner, PeCon GmbH shall be respon­si­ble to obtain the right for the Cus­tomer to con­tin­ue using such deliv­er­ies or ser­vices, pro­vid­ed that the Cus­tomer gives imme­di­ate writ­ten notice of such third-party claims and PeCon GmbH’s rights to take all appro­pri­ate defen­sive and out-of-court actions are reserved. If, despite such actions, it proves impos­si­ble to con­tin­ue using the deliv­er­ies or ser­vices sup­plied by PeCon GmbH under rea­son­able eco­nom­ic con­di­tions, it shall be under­stood as agreed that PeCon GmbH may, at the dis­cre­tion of PeCon GmbH, mod­i­fy or replace the par­tic­u­lar deliv­ery or ser­vice for removal of a legal defi­cien­cy, or take back such deliv­ery or ser­vice with refund­ing of the sales price pre­vi­ous­ly paid to PeCon GmbH less a cer­tain deduc­tion to account for the age of the deliv­ery or ser­vice in ques­tion.
15.2. The Cus­tomer shall have no fur­ther claims alleg­ing infringe­ment of indus­tri­al prop­er­ty or copy­rights pro­vid­ed PeCon GmbH has nei­ther vio­lat­ed essen­tial con­trac­tu­al duties nor inten­tion­al­ly or gross­ly neg­li­gent­ly breached con­trac­tu­al duties. PeCon GmbH shall have no oblig­a­tions in accor­dance with sec­tion 15.1 in case breach­es of rights are caused by exploit­ing the deliv­er­ies or ser­vices sup­plied by PeCon GmbH in any oth­er man­ner than con­trac­tu­al­ly defined or by oper­at­ing these togeth­er with any oth­er than PeCon GmbH deliv­er­ies or ser­vices.

16. Information, Consultancy without Obligation

Infor­ma­tion and con­sul­tan­cy in rela­tion to PeCon GmbH’s goods and ser­vices is pro­vid­ed as deemed appro­pri­ate from exist­ing expe­ri­ence. Any val­ues quot­ed as part there­of, espe­cial­ly per­for­mance data, rep­re­sent aver­age val­ues which have been deter­mined through exper­i­ments under stan­dard lab­o­ra­to­ry con­di­tions. PeCon GmbH can­not assume any com­mit­ment for its pro­ducts to pre­cise­ly meet the quot­ed val­ues and areas of appli­ca­tion. Sec­tion 11 of these Terms and Con­di­tions gov­erns any issues of lia­bil­i­ty.

17. Applicable Law

The con­tract is sub­ject to the laws of the Fed­er­al Repub­lic of Ger­many. The pro­vi­sions of the Unit­ed Nations Con­ven­tion and the refer­ral pro­vi­sions of Ger­man inter­na­tion­al pri­vate law do not apply.

18. Place of Performance

The place of per­for­mance for the oblig­a­tions of PeCon GmbH is Ulm. Place of per­for­mance for the oblig­a­tions of the Cus­tomer is also Ulm.

19. Place of Jurisdiction

The exclu­sive place of juris­dic­tion for all dis­putes aris­ing from the con­trac­tu­al rela­tion­ship is, as far as legal­ly per­mis­si­ble, Ulm.

20. Validity of Single Regulations

The inva­lid­i­ty or inef­fi­ca­cy of sin­gle reg­u­la­tions of this con­tract does not affect the valid­i­ty of the remain­ing reg­u­la­tions.

21. Third Party Terms and Conditions of Business

The order place­ment includes the agree­ment of the Cus­tomer with the above con­di­tions. They shall also be deemed to have been agreed if the terms and con­di­tions of the Cus­tomer include a dif­fer­ent reg­u­la­tion. Gen­er­al terms and con­di­tions of the pur­chas­er are not bind­ing for PeCon GmbH, even if they are tak­en as the basis for the order and PeCon GmbH has not express­ly object­ed to their con­tent; they only become effec­tive if they are con­firmed by PeCon GmbH in writ­ing.

Ver­sion 10/2018