Termos e condições

Terms of Use for the Software "Reonic" Reonic GmbH, Provinostraße 52, Building A5, 86153 Augsburg, Germany ("Licensor") has developed a software that allows to simplify and streamline lead generation, sales and operations in the field of renewable technologies such as photovoltaics, battery storage, heat pumps, and wallboxes ("Software"). The Software can be configured for the specific needs of each company to provide a customized solution. The parties have agreed the use of the Software by the "Licensee" (collectively with the Licensor “Parties” and each also a “Party”) in a user agreement "Order Form". In addition to the provisions in the Order Form, the following "Terms of Use" (together with the Order Form "Agreement") apply:

1. Subject Matter of the Agreement

1.1. The subject of the Agreement is the provision of the Software. The Licensor provides the Software as a cloud solution in accordance with these Terms of Use.

1.2. The scope of use is determined by the number of user accounts specified in the Order form.

1.3. The Licensor is entitled to use subcontractors for the provision of all services. Any deviating data protection regulations between the Parties re-main unaffected.

2. Obligations of the Parties

2.1. The Licensee shall provide the Licensor with the information, data, content and documents required for the provision of the services and shall also provide all other necessary cooperation. The Licensee shall bear all expenses associated with the provision of cooperation services.

2.2. The Licensee is solely responsible for its IT infrastructure, in particular for its installation and operation, for the internet connection required to use the Software and for the procurement, installation and operation of a state-of-the-art, standard internet browser. The Licensee shall bear all neces-sary expenses. This also applies to any hardware and software that is procured as part of the provision of services on the advice of the Licensor.

2.3. If the Licensee fails to comply with the required duties to cooperate or fails to do so properly, the Licensor's obligation to provide services shall lapse to the extent and for the period in which the provision of services depends on the prior fulfillment of the Licensee's duties to cooperate. The Licensor shall be entitled to demand compensation for any additional expenses incurred as a result of a missing or delayed act of cooperation in accordance with the hourly rate stipulated in the Order Form.

2.4. If the Licensee allows employees to use the Software, it is responsible for the actions of the employees and its affiliated companies in accordance with section 15 AktG ("Affiliated Companies") as for its own actions, regardless of whether their use is permitted. The Licensee shall ensure that the employees and affiliated companies are aware of the provisions of this Agreement and that they comply with them.

2.5. The Licensee is solely responsible for the use of the data processed with the Software in his company. The Licensor is only obliged to provide the Software that processes the data. The Licensor is not responsible for checking the data for content or mathematical accuracy, plausibility or suita-bility for further use by the Licensee, e.g. in the case of offers for services provided by the Licensee. The Licensee is obliged to check these before using them vis-à-vis third parties. It is also the sole responsibility of the Licensee to check the legal conformity of the services offered, invoiced or provided with the Software. In this respect, the special conditions under section 3 apply.

2.6. The Licensor points out in particular that the calculation of profitability is a partial consideration of parameters and costs and revenues, which may be incomplete. In addition to the Licensor's basic parameters, only the information entered by the Licensee can be taken into account.

2.7. The Licensee is responsible for making backups of his data. The Software does not serve as a backup solution. The Licensee is responsible for making backup copies and storing them outside the Software.

3. Special Conditions for Specific Functions of the Software

3.1. The following special conditions apply to the solar sector:

3.1.1. The Licensor is not responsible for the correct indication of the annual yield forecast, the electricity price development and the charging and dis-charging efficiency of the storage system, the feed-in duration, the amount of the feed-in tariff and a realistic representation of the electricity con-sumption. These circumstances are based on estimates.

3.1.2. The roof layout and connection of the modules (cabling and connection to the inverter) are based on aerial photographs from the state surveying offices or map images (Google Maps, Bing Maps, Apple Maps). The Licensor is not obliged to provide its own up-to-date map material but uses the aforementioned map material. The Parties are aware that this may be out of date.

3.1.3. The Licensee alone is responsible for checking feasibility; the Software merely serves as support in this respect. In particular, it does not take into account the load-bearing capacity of the roof, which the Licensee is responsible for checking. The same applies to the compatibility of modules and inverters and compliance with MPP (Maximum Power Point) values and other metrics relating to inverters and strings. In this respect, the values shown in the Software are merely guidelines to enable an estimation of requirements and design. The calculation is also dependent on the values stored by the Licensee for the module and inverter, for which the Licensee is solely responsible.

3.2. The following special conditions apply to the heating sector:

3.2.1. The Licensor is not responsible for the correct indication of the opportunity costs of a replacement heating system, the oil and gas price develop-ment, the performance of the heat pump and the utilization of the heating element and the actual heat and electricity demand. These circumstances are based on estimates.

3.2.2. The Licensee alone is responsible for checking feasibility; the Software merely provides support in this respect. This applies in particular with regard to the heating load and the costs. The Licensee is aware that the correctness and accuracy of the room-by-room heating load calculation is significantly influenced by the conscientious and correct recording of the building and radiator data, for which the Licensee is solely responsible. The data is not checked or validated by the Software or the Licensor.

3.2.3. The Licensor is not responsible for an accurate assessment of the promotion of a heat pump.

3.3. The following special conditions apply to the preparation of offers:

3.3.1. The conclusion of effective and legally secure customer contracts and the examination of legal aspects is the sole responsibility of the Licensee. The Licensor does not provide any legal advice.

3.3.2. The Licensee is solely responsible for entering the terms and conditions and other contractual provisions, the revocation policy and the revocation form. The Licensee is solely responsible for adapting and configuring the documents. This also applies if the Licensor provides samples, which it is not obliged to do.

3.4. A vehicle database and a component database are maintained in the Software. The databases do not claim to be complete. The Licensor is not responsible for the accuracy and timeliness of the data provided, in particular the list prices provided. All data is based on information provided by the manufacturer and is intended as a indication only.

3.5. E-mails are always sent to the Licensee's customers at the request of the Licensee. The Licensee is solely responsible for the legal admissibility, in particular compliance with data protection regulations.

3.6. The above terms and conditions only apply if the use of the specified functionalities is agreed in the Order Form. The provisions do not establish any entitlement to the use of specific functions of the Software.

4. Access Data and Delivery

4.1 The Licensor shall provide the Licensee with the necessary access data. The Software is then deemed to have been delivered.

5. User Accounts and Use by Customers

5.1. The Licensee is entitled to set up user accounts for its employees and to allow employees with user accounts ("Users") to use the Software.

5.2. User accounts are personal and may only be used by one person to whom they are permanently assigned. The access data may not be passed on.

5.3. The Agreement entitles the Licensee to set up the number of user accounts specified in the Order Form. If the Licensee sets up additional user accounts, the scope of the Agreement shall change and the Licensee shall pay the remuneration agreed in the Order Form for each additional user account.

5.4. The Licensee may delete user accounts at any time. This shall only lead to a reduction in remuneration if the Licensee discontinues the restriction of the scope of use in the Software and only as far as the number of Users does not fall below the number specified in the Order Form. This does not apply if additional annual licenses are agreed for an additional number of Users. These shall be effective for at least one year.

5.5. The additional remuneration is calculated pro rata temporis according to the number of days of use.

5.6. The Licensee can enable its customers ("Customers") to enter data directly via a web form. Accounts are not set up for customers for this pur-pose.

6. Granting of Rights of Use, Scope of Use

6.1. Upon payment of the agreed remuneration for the Software, the Licensor grants the Licensee a worldwide, non-exclusive, non-transferable right, limited to the term of the Agreement, to use the Software for its own purposes, i.e. by Users for processing own data or that of its Customers or other contractual partners in accordance with section 5 to use the Software. The right of use is limited to using the Software cloud-based on the hardware provided by the Licensor for this purpose.

6.2. The Licensee must comply with the scope of the license agreed in the Order Form. If a limitation of the scope of use has been agreed and the Licensee exceeds this scope, the Licensor shall be entitled to demand additional remuneration, which shall be calculated taking into account the agreed remuneration and the extent to which the scope of use is exceeded.

6.3. The Licensee acknowledges that the exclusive rights to the Software and all included technologies and provided documentation belong to and remain with the Licensor. Nothing in this Agreement shall be construed as conferring any rights (other than the rights of use granted) in the Soft-ware or any part thereof to the Licensee. All rights to the Software not expressly granted to the Licensee in this Agreement are reserved by the Li-censor.

6.4. The Licensee may not use the Software for purposes other than those specified in the Agreement and must protect the Software from unauthorized access by third parties. Without limiting the generality of the foregoing, Licensee shall in particular not (i) use the Software or any part thereof for any purpose other than the processing of its own data or that of its Customers and other contractual partners, (ii) distribute, sell, resell, lease, rent, loan or otherwise transfer, sublicense or assign any rights in the Software or any part thereof to any third party without the prior written consent of Licensor, (iii) disclose or make available the Software or any part thereof to any third party or allow access in any way to any person other than the Users, (iv) modify, amend, alter or adapt the Software, (v) reverse engineer, decompile, translate, disassemble or disassemble any data for-mats forming part of the Software and/or otherwise attempt to obtain the source code of the Software or any part thereof (except to the extent per-mitted under 6.5 is permitted); (vi) make copies of the Software or any part thereof; (vii) use the Software to develop a competing product or ser-vice; (viii) disable, modify or circumvent any license management system or security mechanism provided with the Software, (ix) access or use the Software to provide data processing or batch processing services to others; or (x) remove, alter or conceal any proprietary or copyright notic-es, trademarks or other marks of Licensor or third party rights holders. The Licensee shall ensure that Users and Customers observe and comply with these restrictions on use.

6.5. The statutory rights of the Licensee pursuant to section 69d (2) and (3) and section 69e of the German Copyright Act [Urhebergesetz] shall remain unaffected, provided, however, that (i) decompilation of the Software pursuant to section 69e of the German Copyright Act [Urhebergesetz] may only take place following a prior written request to the Licensor in which the Licensee requests the necessary information and the Licensor does not provide the necessary information within two weeks, and (ii) the Parties enter into an appropriate confidentiality agreement which ensures that the Software and the source code are protected from access by third parties.

7. Support Services

7.1 If expressly agreed in the Order Form, the Licensor shall provide support services via chat from Monday to Friday from 9:00 a.m. to 5:00 p.m. ("Service Hours"), but not on public holidays in Bavaria. The Licensor offers e-mail and/or telephone support if this is expressly agreed in the Or-der Form.

8. Hosting and Maintenance, Service Level

8.1. The Software is available to the Licensee on average 99.0% of the time in a calendar year ("Availability Time"), provided that the Software is used as contractually agreed. The Availability Time is calculated on the basis of the "Total Time", i.e. 365 days x 24 hours, less downtime in ac-cordance with section 8.2 divided by the total time and multiplied by 100 percent.

8.2. The "Downtime" is the time during which the Software is not available, whereby times caused by the following or comparable circumstances do not count as downtime:

8.2.1. Announced maintenance work according to section 8.4;

8.2.2. unforeseeable, urgent maintenance work, e.g. to eliminate security vulnerabilities;

8.2.3. force majeure or other events beyond the Licensor's control that were not foreseeable and could not be prevented by the Licensor, in particular strikes, lawful lockouts, special weather conditions, power failures, traffic disruptions, fire damage, epidemics and pandemics (in particular COVID-19), changes in the law and official decrees as well as operational disruptions or supply difficulties, as far as they are not the fault of the Licensor ("force majeure");

8.2.4. third parties that are not subcontractors of the Licensor;

8.2.5. Licensee or the software or hardware used by the Licensee or the internet connection. This also applies to Software whose use the Licensor has arranged and/or whose connection it enables through interfaces;

8.2.6. late reporting of malfunctions and downtimes by the Licensee.

8.3. The Licensee bears the burden of proof that the availability has fallen below the Availability Time.

8.4. The Licensor is entitled to carry out regular maintenance work but will try to keep interruptions to a minimum. The Licensor shall inform the Licensee at least one week before commencing the work. In urgent cases, for example to eliminate security vulnerabilities, the Licensor may shorten the notice period or, if not otherwise possible, commence the maintenance work without prior notice. If prior notice is not possible, the Li-censee must be informed immediately after the start of the work.

8.5. The Licensor is entitled, but not obliged, to install updates to the Software as part of the maintenance work. The Licensor shall be entitled to adapt and modify the range of services of the Software in line with technical progress, provided that the functionalities agreed are not significantly im-paired. The Licensor does not have to pay attention to possible downward compatibility with Software from third parties that does not correspond to the respective current status and/or to possible interoperability with third-party software. This does not apply if this interoperability has been ex-pressly agreed. Warranty claims remain unaffected. The Licensor shall grant the Licensee rights of use to updates in accordance with section 5. of this Agreement.

9. Malfunctions

9.1. The Licensor is obliged to rectify defects in accordance with the following provisions if maintenance services have been agreed in the Order Form. Warranty claims remain unaffected.

9.2. The Licensee shall immediately report any malfunctions not caused by announced maintenance work by e-mail and shall ensure that it provides the following information:

9.2.1. Description, date and time of the incident,

9.2.2. affected functionality,

9.2.3. preliminary classification of priority according to section 9.3,

9.2.4. measures already taken to rectify the incident.

Upon request, the Licensee shall provide any further support and information required to rectify the defect.

9.3. To the extent that the Licensee causes a defect in accordance with section 9.2 the following "Response Times" apply

9.3.1. Priority: Critical. Description: The use of the Software or significant parts thereof is not possible or only possible to a very limited extent, in partic-ular due to malfunctions, incorrect work results or significantly delayed response times. Response Time. 3 hours.

9.3.2. Priority: High. Description: The use of the Software is considerably restricted. Response Time. 6 hours.

9.3.3. Priority: Medium. Description: The use of the Software is not directly and/or significantly impaired, but basic functions are significantly impaired. Response Time. 24 hours.

9.3.4. Priority: Low. Description: The functionalities of the Software are not restricted, but there are minor errors (bugs). 48 hours.

9.4. If the Licensor does not agree with the Licensee's provisional classification of priority, it shall determine a different priority level at its reasonable discretion (section 315 of the German Civil Code [BGB]).

9.5. If an appropriate workaround is available or provided by the Licensor, the defect is considered to be a priority level 4 defect.

9.6. The Licensor shall begin to rectify the defect within the applicable Response Times. Times outside the Service Hours are not considered Re-sponse Times.

9.7. The Licensor is not obliged to rectify a defect within the Response Times, but will endeavor to rectify the defect within a reasonable period of time and will inform the Licensee accordingly.

9.8. If it turns out that the Licensor was not responsible for a malfunction, the Licensee shall bear the costs for processing by the Licensor of the hourly rate agreed in the Order Form for additional services.

9.9. There are no maintenance obligations with regard to third-party software.

10. Licensee Content

10.1. The Licensor enables the Licensee to process its own data in the course of using the Software. In accordance with the following provisions, the Licensee is responsible for the content processed by it, its Affiliated Companies, its employees and other staff as well as third parties commis-sioned by it and those of Affiliated Companies (irrespective of whether the use of the Software by them is permitted or not) with the Software ("Li-censee Content"):

10.1.1. The Licensee must ensure that the Licensee Content does not violate or impair any statutory provisions and/or third-party rights, in particular the intellectual property of third parties, their personal rights, competition law or data protection regulations.

10.1.2. Should the Licensee fail to fulfill the obligations arising from section 10.1.1 the Licensor is entitled to demand that the Licensee no longer process-es and deletes infringing content with the Software if it is stored on the Licensor's hardware. If necessary, the Licensor shall be entitled to delete the infringing Licensee Content without prior notice. Furthermore, the Licensee shall indemnify the Licensor against any third-party claims arising from the infringement, reimburse the Licensor for reasonable legal defense costs and provide the Licensor with all information, documents and declarations required for the legal defense.

10.2. If a risk from harmful data (in particular viruses) cannot be eliminated otherwise with reasonable efforts, the Licensor is entitled to delete the data. It shall inform the Licensee of this as early as possible.

11. Term, Renewal and Termination

11.1. The Agreement shall commence on the date specified in the Order Form ("Effective Date") and shall run for one year, unless otherwise specified in the Order Form ("Initial Term").

11.2. Unless the Agreement is terminated by one of the Parties with three months' notice being effective at the end of the Initial Term, it shall be extend-ed by a further year ("Renewal Period"). This also applies accordingly at the end of each Renewal Period.

11.3. The right of the Parties to terminate the Agreement for cause remains unaffected.

11.4. Section 543 (2) sentence 1 no. 1 of the German Civil Code [BGB] does not apply.

11.5. Notice of termination must be given in writing.

11.6. Upon expiry of the term, the Licensee must cease using the Software immediately. The Licensor is entitled to delete the Licensee's content. Data protection regulations and statutory retention obligations for the Licensor remain unaffected.

12. Remuneration

12.1. The Licensee is obliged to pay the remuneration agreed in the Order Form.

12.2. All prices are net prices and do not include the applicable value added tax.

12.3. If the Licensee does not properly pay the agreed remuneration, the Licensor shall be entitled, in addition to the statutory consequences of default, to block the Software for the Licensee after unsuccessful warning notice with a reasonable deadline until the Licensee's payment has been made in full. After two unsuccessful warning notices, the Licensor shall be entitled to a termination for cause. The warning notices are not necessary in the event of a serious and final refusal to perform or if it is obvious for other reasons that the payment will not be made.

13. Warranties

13.1. The warranty obligations are governed by the following provisions and otherwise by the statutory warranty regulations. Should the provisions on rent apply, the following shall apply in deviation from this: the Licensor shall not be liable, regardless of fault, for damages that already existed when the Software was provided (section 536a (1) of the German Civil Code [BGB]) and the Licensee's right to rectify defects itself is excluded (section 536a (2) of the German Civil Code [BGB]).

13.2. The Licensor's warranty shall not apply in the event of defects which are caused by

13.2.1. the Licensee or its employees that have used the Software improperly,

13.2.2. the Licensee that has not cooperated or has not cooperated in good time,

13.2.3. the Licensee's system environment or hardware that is not suitable for using the Software.

13.3. In the event of a defect, the Licensor shall have the right to rectify the defect twice before the Licensee can assert any further rights. The Licensor must be given a reasonable period of time to remedy the defect. A reasonable period shall be at least four weeks.

13.4. The Licensee is obliged to notify the Licensor immediately in writing (Textform) of any defects in the Software in such a way that the Licensor is able to reproduce the defect. The Licensor shall not be responsible for any damage incurred by the Licensee due to late notification of a defect.

13.5. The Licensor is not responsible for third-party software. The Licensor is only responsible for the interoperability between the Software and the third-party software to the extent that the provision of an API has been agreed and a defect affects the functionalities of this API.

14. Liability

14.1. The liability of the Licensor for payment of damages and reimbursement of expenses is excluded, unless otherwise provided in the following provisions.

14.2. The exclusion of liability does not apply to damages caused by culpable breach of an essential contractual obligation in a manner that jeopardizes the achievement of the purpose of the contract. Essential contractual obligations are those obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner regularly relies on and may rely on. However, liability is limited to the damage typical for the contract, the occurrence of which each contracting party had to expect based on the circumstances known to it at that time. With regard to this typical contractual damage, the liability of the Licensor for property damage and resulting further financial losses is limited to an amount of EUR 100,000.00 per claim.

14.3. Furthermore, the exclusion of liability does not apply to damages resulting from injury to life, body or health that are based on a negligent breach of duty by the Licensor or its legal representatives or vicarious agents.

14.4. The exclusion of liability does not apply to damages caused by an intentional or grossly negligent breach of duty by the Licensor or its legal repre-sentatives or vicarious agents.

14.5. As far as the Licensor's liability is excluded or limited, this shall also apply to the liability of the Licensor's legal representatives, employees and vicarious agents.

14.6. If the Licensor has given a guarantee for the quality of the Software, the content of this guarantee is not affected by the above limitation of liability.

14.7. Liability under the German Product Liability Act [Produkthaftungsgesetz] remains unaffected.

15. Force Majeure Neither Party shall be liable for damage caused by Force Majeure (section 8.2.3). In cases of Force Majeure, the affected Party shall be released from its obligation to perform for the period during which it is prevented from performing by the Force Majeure. The affected Party shall notify the other Party of the occurrence and cessation of the Force Majeure and shall use its best efforts to minimize its impact.

16. Statute of Limitations

All claims arising from and in connection with this Agreement against the Licensor and/or its legal representatives, employees and vicarious agents, in particular claims for defects, claims for damages or claims for reimbursement of expenses, are subject to a limitation period of one year, irrespective of whether they are contractual or statutory claims. The commencement of the limitation period shall be governed by the statu-tory provisions. The limitation period shall not apply in cases of (i) intent, (ii) gross negligence, (iii) breach of a material obligation within the meaning of section 14.2, (iv) personal injury, (v) liability under the German Product Liability Act (Produkthaftungsgesetz) and (vi) fraudulent con-cealment of a defect. The Licensee's right to rectification of defects shall remain unaffected during the term of this Agreement. 17. Confidentiality

17.1. Each Party shall maintain confidentiality about all Confidential Information disclosed to it by the other Party, subject it to appropriate confidentiality measures and not disclose it to third parties or make it accessible to third parties. "Confidential Information" is all information that one Party ("Disclosing Party") discloses to the other Party ("Receiving Party") in the context of the (pre-)contractual relationship or of which the Receiv-ing Party has otherwise gained knowledge, provided that (i) it has a commercial value, (ii) the Disclosing Party has a legitimate interest to keep it confidential and (iii) it is either marked as confidential, confirmed as confidential in writing (Textform) within two weeks in the case of oral trans-mission, or its confidentiality results from the nature of the information or the nature of the disclosure.

17.2. The Parties are entitled disclose Confidential Information to employees as far as these are subject to Confidentiality Obligations that are essential-ly equivalent to the Obligations regulated in this Agreement and as far as they need to know the respective information. For the Licensor, this also applies to disclosure to subcontractors.

17.3. Confidential Information according to section 17.1 does not include information of which the Receiving Party proves that

17.3.1. they are publicly known;

17.3.2. the Disclosing Party has waived its protection in writing;

17.3.3. it has obtained the information by means other than cooperation with the Disclosing Party, without being subject to a duty of confidentiality;

17.3.4. it has developed it independently of the Disclosing Party's Confidential Information;

17.3.5. it has obtained the information by observing, examining, disassembling or testing a product or item that has been made publicly available.

17.4. In the event of an actual or imminent disclosure due to an official or judicial order or a legal obligation, the Disclosing Party shall be informed in writing (Textform) prior to the disclosure, as far and as soon as permissible.

17.5. The Licensor is entitled to name the Licensee as a reference customer and to use its logo exclusively for this purpose.

17.6. Further obligations under data protection law remain unaffected.

17.7. This confidentiality obligations apply for the term of this Agreement and for a further three years. Legal or contractual obligations to delete or return data earlier or to keep data permanently secret remain unaffected.

18. Audits

The Licensor is entitled to check the scope of use of the Software by accessing it. 19. Data Protection

19.1. The Parties undertake to comply with the applicable data protection regulations.

19.2. The Parties have concluded the data processing agreement attached to the Order Form.

20. Changes to the Terms of Use and Functionalities

20.1. The Licensor shall be entitled to amend these Terms of Use at its reasonable discretion (section 315 of the German Civil Code [BGB]), provided that the amendments do not affect the main performance obligations of the Parties and are reasonable for the Licensee. The Licensor shall notify the Licensee of any amendments in writing (Textform). If the Licensee does not object to the amendments in writing (Textform) within six weeks, the terms of use in the new version shall become part of the Agreement. The Licensor shall refer to the right of objection in the notification of the modification. If the Licensee objects to the changes in whole or in part, the Licensor shall be entitled to terminate the contract within one month of receipt of the objection with a notice period of three months being effective at the end of the calendar month.

20.2. The Licensor is entitled to change the functionalities agreed at its reasonable discretion (section 315 of the German Civil Code [BGB]), provided that these are not significantly impaired and this is reasonable for the Licensee. The provisions in section 20.1 apply accordingly to the notification of changes.

21. Final Provisions

21.1. The Licensee is not entitled to transfer the Agreement or rights arising from it to third parties without the written consent of the Licensor. The Licensee is prohibited from assigning or pledging claims arising from this Agreement to third parties, unless the Licensee has a legitimate interest in doing so.

21.2. The Licensee may only offset claims of the Licensor against undisputed or legally established counterclaims. The same applies to the assertion of a right of retention by the Licensee.

21.3. Amendments to the Agreement must be made in writing. This also applies to changes to this written form requirement.

21.4. The Licensee's general terms and conditions shall not become part of the contract, even if they have not been expressly contradicted in detail.

21.5. Should a provision of the Agreement be or become invalid, this shall not affect the validity of the remainder of the Agreement. The invalid or unen-forceable provision shall be deemed to be replaced by a reasonable and fair provision which, as far as legally permissible, comes as close as possible to the economic sense and purpose of the invalid or unenforceable provision. The same applies in the event of an unintended loophole.

21.6. German law shall apply excluding the UN Convention on Contracts for the International Sale of Goods.

21.7. If the Licensee is a merchant (Kaufmann) within the meaning of the German Commercial Code or a special fund under public law, the exclusive place of jurisdiction is Augsburg.

Augsburg