General Terms and Conditions of Sale ROCATRON Kft. as of January 1st, 2023


§ 1 General, Scope of Application

  1. These General Terms and Conditions of Sale (“GTCS”) apply to the delivery and service by ROCATRON Kft., commercial register number 08-09-035229, or all companies in the ROCATRON group in accordance with the contract concluded between ROCATRON and the customer.
  2. ROCATRON's terms and conditions of sale apply exclusively. ROCATRON does not recognize any customer conditions that conflict with or deviate from these terms and conditions of sale unless ROCATRON has expressly agreed to their validity in text form. ROCATRON's conditions of sale also apply if ROCATRON provides the service to the customer without reservation despite being aware of the customer's conditions that conflict with or deviate from their conditions.
  3. By placing an order or placing an order, the customer agrees to ROCATRON's General Terms and Conditions of Sale. Please also print out these General Terms and Conditions of Sale for your records and read them carefully before placing your order or placing an order. You can access the current version of our General Terms and Conditions of Sale at any time on our homepage rocatron.com.
  4. References in the General Terms and Conditions of Sale to “us” or “we” always mean ROCATRON or its affiliated company with which a contract is concluded in the individual case. 
  5. In the following, “customer” means the respective customer or client.
  6. ROCATRON's terms and conditions of sale only apply to companies in the sense of business relationships between companies. Private individuals are excluded from this. 
  7. ROCATRON's terms and conditions of sale also apply to all future transactions with the customer. 
  8. References to the validity of legal regulations only have a clarifying meaning. Even without such explanation, the legal regulations apply unless they are directly changed or excluded in these terms and conditions.
     

§ 2 Information about the products and resale

  1. Instructions provided by ROCATRON in brochures, instructions for use or other product information must be strictly followed to avoid damage. We expressly warn against using or treating the products beyond the defined areas of application. It must be ensured that each additional customer or user is sufficiently informed. Such information in no way constitutes a declaration on our part that the information is conclusive.
  2. The sale, resale and disposition of deliveries and services as well as any associated technology or documentation may be subject to German, EU, US export control law and, if applicable, the export control law of other countries. Resale in embargoed countries or to blocked persons or to persons who use or can use the supplies and services for military purposes, for NBC weapons or for nuclear technology, is subject to approval. By placing the order, the customer declares compliance with such laws and regulations and that the deliveries and services will not be delivered directly or indirectly to countries that prohibit or restrict the import of these goods. The customer declares that he is in possession of all permits necessary for export or import.


§ 3 Confidentiality

  1. All business or technical information originating from ROCATRON (including characteristics that can be found in any items or software handed over and other knowledge or experience) is "confidential information" unless and to the extent that it is demonstrably publicly known or by ROCATRON for resale by the Customers have been determined to keep it secret from third parties and may only be made available in the customer's own company to those people who must necessarily be involved for its use and who are also obliged to maintain secrecy. They remain the exclusive property of ROCATRON.
  2. Confidential Information does not have to be novel, unique, patentable, copyrightable, or constitute a trade secret to be considered Confidential Information.
  3. Such information may not be reproduced or used commercially without the prior written consent of ROCATRON. This obligation does not apply to routinely made backup copies of electronic data traffic.
  4. Upon request, all information provided by us (including any copies or recordings made) and items provided on loan must be returned to us immediately and completely or destroyed, unless they are absolutely necessary for the customer's proper business operations. The customer must provide proof of this to ROCATRON upon request. This obligation does not apply to routinely made backup copies of electronic data traffic or to confidential information and copies thereof that ROCATRON's contractual partner must keep in accordance with applicable law. The intended purpose must be observed.
  5. Liability for the accuracy, freedom from errors, freedom from third-party property rights, completeness and/or usability of the information requiring confidentiality is excluded, to the extent permitted by law.
  6. The recipient of samples, substances or other materials may not examine them chemically or otherwise for composition and/or production without the express written consent of the other contractual partner. After the respective purpose has ended, samples, fabrics or other materials that have not yet been used or destroyed must be returned to the other contractual partner, unless otherwise agreed or the recipient is obliged to archive them. 
  7. A right to decompile software is expressly excluded.
  8. ROCATRON reserves all rights to the aforementioned information (including copyright and the right to register.


§ 4 Offer

  1. The customer's order represents a binding offer that ROCATRON can accept within two weeks by sending an order confirmation, by sending the goods or by providing the services. Offers submitted by ROCATRON are always non-binding and valid for a maximum of four weeks from the date of issue.
  2. Sending the ROCATRON price list is not to be viewed as an offer. Orders received in response to general offers, circulars or price lists do not obligate ROCATRON to deliver. 
  3. Type samples are non-binding; they only characterize the general character of the goods, but not the individual properties. Subsequent deviations from samples do not constitute grounds for complaint and do not represent a defect in the goods. 
  4. ROCATRON expressly reserves the right to increase or decrease production and deliveries due to production. Excess or underproduction and deliveries of up to 10% of the order quantity are customary
    in the industry and are considered contractual fulfillment. If the order quantity is under- produced/delivered, there is no entitlement to subsequent delivery of the missing quantity. In the event of excess or underproduction and deliveries, Section 9 No. 3 of these General Terms and Conditions applies additionally.
  5. The information contained in our printed matter (e.g. price lists, brochures), in cost estimates, on electronic data carriers or on Internet pages and the documents belonging to the offer such as illustrations, descriptions, drawings, dimensions and weight information, other technical data and those mentioned or referenced DIN, VDE or other company or inter-company standards and patterns are only approximately authoritative unless they are expressly designated as binding.
  6. Oral or telephone agreements as well as written and oral agreements with representatives of ROCATRON are only binding for ROCATRON if they have been confirmed by ROCATRON in text form. 
  7. If the customer cancels an order that has already been confirmed, ROCATRON can claim 10% of the sales price for the costs incurred in processing the order and for lost profits. The customer has no obligation to prove that the costs involved were lower.
  8. All prices are in EURO and exclude VAT and exclude freight and packaging, unless otherwise agreed. Sales tax is due at the amount applicable on the day of delivery.
  9. If the value of the contractually agreed fee in a currency other than Euro changes by more than 5% (e.g. due to a change in currency parity) compared to the rate at the time of the offer, ROCATRON is entitled to make a corresponding price adjustment.
     

§ 5 Delivery conditions and delivery times

  1. The latest version of Incoterms ® applies to all commercial clauses. Unless otherwise agreed, we deliver EX WORKS (ex works) ROCATRON production plant. Goods and machines intended for processing, finishing or repair must be delivered to the DDP ROCATRON manufacturing plant by the customer and are then returned EX WORKS. ROCATRON reserves the right to deliver through ROCATRON's own delivery organization. 
  2. If shipping or the provision of services is delayed due to the customer's fault, the risk passes to the customer from the day the goods are ready for shipping.
  3. A one- or multiple delivery of goods from ROCATRON free of charge to the customer's home does not give rise to a legal right to the permanent granting of this discount. 
  4. ROCATRON is entitled to make partial deliveries if this has been previously agreed with the customer.
  5. If no fixed delivery date has been agreed, delivery will take place four to eight weeks after conclusion of the contract in the case of new productions. 
  6. ROCATRON can also set a calendar week as the delivery or service date. If the customer's obligation to cooperate is necessary, the deadline does not begin to run until the customer has fulfilled this obligation. 
  7. In the event of a strike or force majeure, delivery and service deadlines, which are the basis of the contract, are extended appropriately by the duration of the hindrance, without the customer being entitled to withdraw from the contract or to claim damages. Otherwise, Section 16 of this  ́ ́GTCS ́ ́ applies in these cases.
  8. ROCATRON's compliance with delivery and service times requires that all commercial and technical questions between the contractual partners have been clarified and that the customer has fulfilled his obligations, such as providing the necessary official certificates or approvals or making a down payment. If this is not the case, the delivery or service time will be extended appropriately. This does not apply if ROCATRON is responsible for the delay.
  9. Subsequent changes requested by the customer mean that ROCATRON can suspend delivery or the provision of services until the change requests have been checked with regard to their feasibility and their effects, in particular on the cost and deadline situation. The changes will only become binding with our express written confirmation. ROCATRON may extend the delivery or service deadline appropriately in order to implement the changes.


§ 6 Delay in delivery and delay in acceptance

  1. If ROCATRON is in default with the delivery or service, the customer must, upon request, declare within a reasonable period of time whether he insists on the delivery or service or whether he is asserting his other legal rights. If the assertion of the customer's rights requires the setting of a reasonable grace period, this is at least two weeks.
  2. In the event of a delay in delivery or service, the customer can only withdraw from the contract within the scope of the statutory provisions if ROCATRON is responsible for the delay.
  3. The customer's claims for damages due to delay in delivery are limited to the damage typically incurred, unless legal regulations conflict with this.
  4. Liability in the event of a delay in delivery or service is limited to 0.5% of the delivery/service value for each completed week of delay as part of a flat-rate compensation for delay, but not more than 5% of the delivery/service value. Liability in the event of a breach of essential contractual obligations is limited to regularly foreseeable damage.
  5. If the customer defaults on acceptance or violates other obligations to cooperate, we are entitled to give priority to other orders from third parties and to extend the delivery/service time appropriately.
  6. Without prejudice to any further claims, ROCATRON is entitled, in the event of default in acceptance, to demand compensation for any damage we incur, including any additional expenses. If delivery is delayed due to circumstances for which the customer is responsible, the risk of accidental deterioration, loss and destruction passes to the customer upon notification of readiness for dispatch. 
  7. If shipping or delivery is delayed at the customer's request by more than one month after notification of readiness for shipment, the customer may be charged storage fees of 0.5% of the price of the items delivered for each month or part thereof, but a maximum of 5% of the price of the items in total the delivery will be charged. The contracting parties are at liberty to provide evidence of higher or lower storage costs. Further claims due to delay in acceptance remain unaffected.
     

§ 7 Packaging

  1. The packaging of the goods is carried out at ROCATRON's discretion, taking into account the transport route, unless the customer specifies packaging.
  2. ROCATRON is free to choose a transport route at its reasonable discretion, subject to a separate agreement. The customer bears all costs that arise as a result of a shipping method expressly chosen by him; This applies to both express shipments and overnight deliveries, even if ROCATRON initially covers expenses (e.g. freight costs).
  3. At the customer's request, the shipment will be insured by ROCATRON against all insurable risks at the customer's expense.
     

§ 8 Retention of title

  1. ROCATRON reserves ownership of the product until all payments from the business relationship with the customer have been received, even if the specific goods have already been paid for. However, as a purely precautionary measure, ROCATRON at least reserves ownership of the product until all payments from the delivery contract have been received.
  2. If the customer behaves in breach of contract, particularly in the event of late payment, ROCATRON is entitled to take back the product. Taking back the product by ROCATRON constitutes a withdrawal from the contract. After taking back the product, ROCATRON is authorized to utilize it; the proceeds from the utilization are to be offset against the customer's liabilities - less appropriate utilization costs.
  3. The customer is obliged to treat the product with care; In particular, he is obliged to adequately insure it at its new value at his own expense against fire, water and theft damage. 
  4. The customer must inform ROCATRON immediately of any third-party enforcement measures, seizures or legal impairments of any kind in the reserved goods or claims and hand over the documents necessary for the intervention. Regardless of this, the customer must inform third parties in advance of the existing rights to the goods. The customer must bear the costs of intervention that must be incurred to revoke third party access to the reserved or security property and to replace the item, provided that they cannot be collected by third parties.
  5. In the event of the resale of reserved goods, the customer assigns all claims against his customers and third parties from such transactions, including all ancillary rights, as security until ROCATRON's claims have been repaid in full. ROCATRON accepts this assignment. The customer remains authorized to collect these claims even after the assignment until withdrawal. ROCATRON's authority to collect the claim itself remains unaffected. However, ROCATRON will not collect the claim as long as the customer meets his payment obligations from the proceeds, does not default on payment and there is no application for the opening of composition or insolvency proceedings or for final default in payment. In these cases, ROCATRON can demand that the customer name the assigned claims and their debtors to ROCATRON, provide ROCATRON with all necessary information, document the assignment and inform the debtor (third party) and notify the assignment.
  6. The processing or transformation of the product by the customer is always carried out for ROCATRON. If the product is processed with other items that do not belong to ROCATRON, ROCATRON acquires co-ownership of the new item in proportion to the value of the product (final invoice amount, including VAT) to the other processed items at the time of processing. The same applies to the item resulting from processing as to the products delivered under reservation.
  7. If the product is inseparably mixed or mixed with other items that do not belong to ROCATRON, ROCATRON acquires co-ownership of the new item in the ratio of the value of the product (final invoice amount, including VAT) to the other mixed items at the time of mixing. If the mixing occurs in such a way that the customer's item is seen as the main item, it is agreed that the customer transfers proportional co-ownership to ROCATRON. The customer keeps the resulting sole ownership or co- ownership for ROCATRON.
  8. In the event of the customer's behavior in breach of contract, in particular in the event of late payment, unauthorized disposal of the reserved goods, a significant deterioration in the customer's financial situation, bills of exchange and check protests, and if the customer himself or a third party applies for the opening of insolvency proceedings over the customer's assets or the If the initiation of
    such proceedings is rejected due to a lack of assets, ROCATRON is entitled to prohibit the treatment, processing and sale of the reserved goods. In these cases, ROCATRON is also entitled to take possession of the reserved goods and for this purpose to enter the customer's premises, to request relevant information and to inspect the customer's books if necessary.
  9. If the value of the security exceeds ROCATRON's claims against the customer by more than 20%, ROCATRON must release security to the appropriate extent at the customer's request and at ROCATRON's discretion.

     

§ 9 Prices, payment conditions

  1. The price stated in the order confirmation or invoice is binding.
  2. The price is stated as a net amount in EUR (€). The statutory sales tax is therefore not included in the prices; it will be shown separately in the invoice at the statutory rate on the day of invoicing.
  3. In the event of excess or short deliveries, the actual quantity delivered will be charged. The price then stated by ROCATRON in the invoice is binding.
  4. The invoice amount must be paid without discount within 30 (thirty) days after receipt of the goods or after completion of all services, unless otherwise agreed. 
  5. Employees and representatives of ROCATRON are only entitled to accept payments if they have written authorization to collect payments.
  6. There is no interest on advance payments or payments on account.
  7. Payments must generally be sent by the customer to the account provided by us at the customer's risk and expense. The place of performance for the customer is Sopron.
  8. Only undisputed and legally binding claims are exempt from the customer's ban on offsetting. Counterclaims from the same contractual relationship are then also exempt from the prohibition of offsetting.
  9. The acceptance of bills of exchange in lieu of payment requires ROCATRON's prior written consent.
     

§ 10 Late payment, deterioration in assets

  1. The customer is in default with payment if he does not pay the invoice amount within 30 (thirty) days after receipt of the goods or after completion of the service and issue of the invoice. A different deadline only applies if this has been expressly agreed in writing between the parties.
  2. If the customer defaults on payment, ROCATRON is entitled to charge interest on arrears amounting to 9.00 percentage points above the current base interest rate. If we are entitled to higher interest rates due to legal regulations or a higher interest charge arises due to higher loan acquisition costs, ROCATRON is entitled to charge this interest.
  3. In the event of late payment, the customer must bear all reminder, collection, collection and information costs associated with the collection of outstanding claims. In addition, if the customer defaults on payment, ROCATRON is entitled to demand a flat rate payment of EUR 40.00 from the customer in addition to the payment claim.
  4. ROCATRON is entitled to withdraw from the contract if the customer has filed an application to open insolvency proceedings over his assets, has submitted an affidavit in accordance with Section 807 ZPO or has opened insolvency proceedings over his assets or the opening has been rejected due to a lack of assets. 
     

§ 11 Price adjustment


If the customer is an entrepreneur, ROCATRON is entitled to adjust the respective item prices a maximum of once per quarter to changing market conditions, in the event of significant changes in product-related procurement costs, changes in sales tax or our own product-related procurement prices. In the event of price increases that exceed 20% of the original price, the customer has the right to terminate the contract without notice. This right must be exercised immediately upon receipt of the change notification.

 

§ 12 Provision, tools, tool costs 

  1. If ROCATRON requires parts for the production of the products and components that the customer has to provide (supplementary goods), the customer is obliged to deliver these parts in a number corresponding to the order quantity plus a reserve of 10% free of charge and early when placing the order .
  2. If the customer bears part of the tool costs, he does not acquire the right to transfer ownership or handover of the tool. The tool cost shares are neither repaid nor amortized. 
  3. ROCATRON keeps the tool for five years from the delivery of the last product manufactured with the customer's help. After this period has expired, we may freely dispose of the tool. The customer bears the costs for storage as well as maintenance and servicing of the tool during the storage period. The customer will receive a separate invoice for this. 
  4. If the customer only has to bear a portion of the tool costs and, for whatever reason, does not accept all of the goods ordered in connection with the tool order, the customer is still obliged to reimburse ROCATRON for the tool costs. 
  5. If the order is not accepted, the customer must bear the storage, insurance and maintenance costs incurred in connection with the tools. 
  6. Deviating from the above paragraphs, half of the tool costs are to be paid net immediately after conclusion of the contract and the other half upon presentation of the failure sample without deducting a discount.
     

§ 13 Limitation of your own claims

 


Contrary to Section 195 of the German Civil Code (BGB), our claims for payment expire after five years. Regarding the start of the limitation period, Section 199 of the German Civil Code (BGB) applies.
 

§ 14 Warranty period, liability for defects

  1. In the event of delivery of a defective product, the customer must set ROCATRON a reasonable deadline for subsequent performance. In this case, ROCATRON is entitled, at its discretion, to remedy the defect through repair or to replace the defective product with a new product. Complaints about obvious defects and deviations in quantity can only be taken into account if they are recorded on the shipping document immediately upon receipt of the goods by the carrier and are reported to ROCATRON in text form no later than three working days after receipt of the goods. Notices of defects due to hidden defects can only be taken into account if they are reported to us in text form immediately after the defect is discovered.
  2. The limitation period for claims for defects when delivering new items and for work services is one year and begins at the time the product is delivered. In the case of delivery of used items, the warranty is excluded. The limitation period in the event of a delivery recourse according to §§ 478, 479 BGB remains unaffected. This does not apply to claims for damages due to a defect. Section 15 of this  ́ ́GTCS ́ ́ applies to claims for damages.
  3. The customer does not need to set a reasonable deadline for subsequent performance if this is unnecessary in accordance with Section 323 Paragraph 2 of the German Civil Code (BGB), in particular if ROCATRON seriously and definitively refuses subsequent performance, the performance depends on timeliness or other special circumstances exist which, taking into account the interests of both parties, justify an immediate withdrawal or immediate demand for compensation.
  4. After communicating with ROCATRON, the customer must give ROCATRON the necessary time and opportunity to carry out all subsequent performance work that appears necessary to ROCATRON, otherwise ROCATRON is released from liability for the resulting consequences. Only in urgent cases of endangering operational safety or to prevent disproportionate damage, whereby ROCATRON must be notified immediately, does the customer have the right to have the defect remedied himself or through a third party and to demand reimbursement of the necessary expenses from ROCATRON. ROCATRON remains at liberty to prove that the damage was lesser or that the measures were disproportionate.
  5. In the event of complaints about defects, the customer may only withhold payments to an extent that is proportionate to the material defects that have occurred. The customer can only withhold payments if a complaint is made whose justification is beyond doubt. If the notification of defects is made incorrectly, ROCATRON is entitled to demand reimbursement from the customer for any expenses incurred as a result. 
  6. The customer does not receive guarantee promises in the legal sense, in particular quality and durability guarantees, from ROCATRON, unless otherwise expressly agreed. 
  7. If the customer has the right to demand compensation instead of performance or to withdraw from the contract or to continue to demand subsequent performance, ROCATRON is entitled to request the customer to exercise his rights within a reasonable period of time. The customer must communicate his decision in text form. If the customer does not exercise his rights in a timely manner, the right to compensation instead of performance can only be asserted or withdrawal can only be declared if a new reasonable deadline for supplementary performance to be determined by the customer has expired without success. 
  8. If ROCATRON has taken action due to a report of a defect without the customer having proven a defect, ROCATRON is entitled to demand reimbursement of the effort.
  9. Deliveries of “batch goods” (offered at a reduced price and slightly damaged or outdated goods, remaining stock) or second-choice goods are always made with the express exclusion of the right to make complaints due to visual defects and other reductions in quality. If the items are to correspond to samples from previous deliveries, deviations will be avoided as far as this is technically possible.
  10. ROCATRON is entitled to demand the return and transfer of replaced parts.
  11. Deviations within technically recognized tolerances are not considered material defects. In the event of significant deviations, ROCATRON is entitled to choose either to make a replacement delivery or to withdraw from the contract. Material defects are not: natural wear and tear; Condition of the goods or damage that occurs after the transfer of risk as a result of improper handling, storage or installation, non-compliance with installation and handling instructions or excessive stress or use; Condition of the goods or damage that arises due to force majeure, special external influences that are
    not assumed under the contract, or due to the use of the goods outside of the usual or assumed use under the contract; non-reproducible software errors.
  12. Claims for material defects do not exist if the goods are modified by someone else or through the installation of parts of third-party origin, unless the defect is not causally related to the change.
  13. ROCATRON's products may not be modified without ROCATRON's prior consent. If the customer attaches his own components or parts to ROCATRON's products or subjectes ROCATRON's products to any kind of modification without prior written agreement with ROCATRON, ROCATRON is not liable to the customer for any resulting damage.
  14. ROCATRON's consent must be obtained before returning defective goods. The return must be made free of charge for ROCATRON (DDP ROCATRON production plant).
  15. Supplementary performance, regardless of its form, does not under any circumstances represent an acknowledgment of the customer's claim.
     

§ 15 Liability for damages

  1. ROCATRON's liability for breaches of contractual obligations and tort is limited to intent and gross negligence. This does not apply in the event of injury to the life, body or health of the customer, claims due to violation of cardinal obligations, i.e. obligations that arise from the nature of the contract and whose violation endangers the achievement of the purpose of the contract, as well as compensation for damages caused by delay (§ 286 BGB), in the case of fraudulent concealment of a defect or from the assumption of a quality guarantee or a procurement risk. In this respect, ROCATRON is liable for any degree of fault.
  2. In the case of slight negligence, ROCATRON is only liable in the event of a breach of essential contractual obligations (cardinal obligations), such as those that the contract intends to impose on ROCATRON based on its content and purpose or whose fulfillment makes the proper execution of the contract possible in the first place and on whose compliance the customer regularly relies can trust. Liability is limited to foreseeable and contract-typical damage.3. Soweit eine Haftung für Schäden, die nicht auf der Verletzung von Leben, Körper und Gesundheit des Kunden beruhen, für leichte Fahrlässigkeit nicht ausgeschlossen ist, verjähren derartige Ansprüche innerhalb eines Jahres beginnend mit der Entstehung des Anspruchs bzw. bei Schadensersatzansprüchen wegen eines Mangels ab Übergabe der Sache.
  3. Soweit eine Haftung für Schäden, die nicht auf der Verletzung von Leben, Körper und Gesundheit des Kunden beruhen, für leichte Fahrlässigkeit nicht ausgeschlossen ist, verjähren derartige Ansprüche innerhalb eines Jahres beginnend mit der Entstehung des Anspruchs bzw. bei Schadensersatzansprüchen wegen eines Mangels ab Übergabe der Sache.
  4. In particular, ROCATRON is not liable for the consequences of improper modification or treatment of ROCATRON's products or the consequences of inadequate maintenance on the part of the customer or third parties, as well as for defects that are due to normal wear and tear or caused by transport.
  5. ROCATRON is only liable for personal injuries in accordance with the Product Liability Act of the Republic of Hungary in the applicable version. We are only liable for material damage if it is suffered by a consumer. If products purchased from ROCATRON are resold, the customer is obliged to extend this exclusion of liability for property damage in the commercial sector to every additional customer.
  6. To the extent that liability for damages towards ROCATRON is excluded or limited, this also applies with regard to the personal liability for damages of ROCATRON's employees, employees, employees, representatives and vicarious agents.


§ 16 Force Majeure 

  1. If one of the contracting parties is prevented from fulfilling its contractual obligations due to force majeure, this will not be considered a breach of contract and the deadlines set in the contract or on the basis of the contract will be extended appropriately in accordance with the duration of the obstacle.
  2. All circumstances independent of the will and influence of the contractual partners are deemed to be force majeure, in particular, but not exclusively, natural disasters, government measures, official decisions, blockades, war and other military conflicts, mobilization, internal unrest, terrorist attacks, strikes, lockouts and other labor unrest (including in the event of suppliers), confiscation, embargo or other circumstances that are unforeseeable, serious and through no fault of the contractual partners and occur after conclusion of this contract.
  3. The contracting parties are released from their obligations under these contractual conditions to the extent that they prove that the obstacle to performance arose beyond their control and occurred after the respective delivery contract was signed.
  4. Each contractual partner will do everything in its power that is necessary and reasonable to reduce the extent of the consequences caused by the force majeure.
  5. The contractual partner affected by force majeure will immediately notify the other contractual partner of the beginning and end of the obstacle in text form.
  6. If the circumstances of force majeure or circumstances beyond the sphere of influence of the contracting parties last longer than two months, the contracting parties will reach an agreement on the continuation of the contract. If no agreement can be reached, the party that is not affected by the aforementioned circumstances has the right to terminate the contract by unilateral written declaration without observing any further deadline.
     

§ 17 Protection and copyrights

  1. ROCATRON is not liable for claims that arise from the violation of third-party industrial property rights or copyrights (hereinafter: property rights) if the property right is or was owned by the customer or by a company that directly or indirectly owns the majority of its capital or voting rights .
  2. ROCATRON is not liable for claims resulting from the violation of property rights if at least one property right from European countries or the USA has not been published.
  3. The customer must inform ROCATRON immediately of any (alleged) infringements of property rights or related risks that become known and, if possible, allow ROCATRON to conduct legal disputes (including out of court) upon their request.
  4. ROCATRON is entitled, at its discretion, to obtain a right of use for the product that infringes a property right or to modify it so that it no longer infringes the property right, or to replace it with a similar product that no longer infringes the property right. If this is not possible under appropriate conditions or within a reasonable period of time, the customer - provided he has enabled us to carry out a modification - is entitled to the statutory rights of withdrawal. Under the conditions mentioned, ROCATRON also has the right to withdraw.
  5. ROCATRON reserves the right to take the measures available under this provision even if the infringement of property rights has not yet been legally established or recognized by ROCATRON.
  6. Claims of the customer are excluded if he is responsible for the infringement of property rights or if he does not support ROCATRON to an appropriate extent in defending against third-party claims.
  7. Claims by the customer are also excluded if the products are manufactured in accordance with the customer's specifications or instructions or the (alleged) infringement of the property rights results from use in conjunction with another item not from ROCATRON or if the products are used in such a way that ROCATRON could not have foreseen.
  8. If the production or distribution of items is based on the customer's drawings, samples or other documents or instructions and this results in an infringement of third-party rights (in particular third- party intellectual property rights), the customer must indemnify and hold ROCATRON harmless.
  9. Claims by the customer that go further or differ from those regulated in this regulation due to the violation of third-party property rights are excluded.
  10. To the extent that ROCATRON requires technology or the customer's know-how to carry out the order, the customer grants ROCATRON a simple, non-transferable and non-sublicensable right to use this technology/know-how during the term and exclusively for the purposes of the contract
     

§ 18 Copyright of the seller

  1. ROCATRON reserves all ownership rights and copyrights to cost estimates, drawings, plans and other documents and information of a physical and intangible nature, including in electronic form; They may only be made accessible to third parties with ROCATRON's prior written consent.
  2. ROCATRON's services may include products whose use by the customer is subject to patent or licensing restrictions. Details of such restrictions can be found in our respective product descriptions, the respective package insert or, if applicable, our website.
     

§ 19 Form requirements

  1. Legally relevant declarations and notifications that the customer must provide to ROCATRON or a third party must be in text form.
  2. Verbal promises made by representatives or other auxiliary persons of ROCATRON require confirmation in text form by ROCATRON.


§ 20 Place of performance, choice of law and place of jurisdiction, contract language
 

  1. Unless otherwise stated in the respective contract, the place of fulfillment and payment is always our place of business.
  2. Unless mandatory legal regulations conflict with this, German substantive law applies exclusively to the entire business relationship between ROCATRON and the customer (in particular delivery agreements), excluding the conflict of laws and the United Nations Convention on Contracts for the International Sale of Goods (CISG). comparable international agreements.
  3. The legal regulations regarding the places of jurisdiction remain unaffected unless otherwise stated below.
  4. The exclusive place of jurisdiction for contracts with companies, commercial customers, merchants, dealers, legal entities under public law, special funds under public law or customers who do not have their registered office or branch in Germany is the competent court at ROCATRON's place of business. However, ROCATRON is also entitled to sue the customer at his place of business
  5. In the event of linguistic conflicts between the German and English versions of the General Terms and Conditions, the German version prevails.
     

§ 21 Severability clause

  1. If a court or other competent authority declares one or more provisions of these contractual conditions to be wholly or partially ineffective, void, invalid or unenforceable, this will not affect the effectiveness, validity or implementation of all other provisions or the unaffected remainder of this provision.
  2. Instead of the ineffective, invalid, void or unenforceable provision, an effective, valid and enforceable provision that comes as close as possible to the affected provision in terms of economic results is automatically deemed to have been agreed.